FORM 6-K
Table of Contents

 
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the Three Months Ended June 30, 2007
Commission File Number 1-15182
DR. REDDY’S LABORATORIES LIMITED
(Translation of registrant’s name into English)
7-1-27, Ameerpet
Hyderabad, Andhra Pradesh 500 016, India
+91-40-23731946
 

(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F þ           Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes o           No þ
If “Yes” is marked, indicate below the file number assigned to registrant in connection with Rule 12g3-2(b): 82- o.
 
 

 


TABLE OF CONTENTS

SIGNATURES


Table of Contents

QUARTERLY REPORT
Three Months Ended June 30, 2007
Currency of Presentation and Certain Defined Terms
     In this Quarterly Report, references to “$” or “dollars” or “U.S.$” or “U.S. dollars” are to the legal currency of the United States and references to “Rs.” or “rupees” or “Indian rupees” are to the legal currency of India. Our financial statements are presented in Indian rupees and are prepared in accordance with United States Generally Accepted Accounting Principles (“U.S. GAAP”). Convenience translation into U.S. dollars with respect to the unaudited interim condensed consolidated financial statements is also presented. References to a particular “fiscal” year are to our fiscal year ended March 31 of such year. References to “ADS” are to our American Depositary Shares, to the “FASB” are to the Financial Accounting Standards Board, to “SFAS” are to the Statements of Financial Accounting Standards, to “SAB” are to Staff Accounting Bulletin and to the “EITF” are to the Emerging Issues Task Force.
     References to “U.S.” or “United States” are to the United States of America, its territories and its possessions. References to “India” are to the Republic of India. All references to “we,” “us,” “our,” “DRL,” “Dr. Reddy’s” or the “Company” shall mean Dr. Reddy’s Laboratories Limited and its subsidiaries. “Dr. Reddy’s” is a registered trademark of Dr. Reddy’s Laboratories Limited in India. Other trademarks or trade names used in this Quarterly Report are trademarks registered in the name of Dr. Reddy’s Laboratories Limited or are pending before the respective trademark registries.
     Except as otherwise stated in this report, all translations from Indian rupees to U.S. dollars are based on the noon buying rate in the City of New York on June 29, 2007 for cable transfers in Indian rupees as certified for customs purposes by the Federal Reserve Bank of New York, which was Rs.40.58 per U.S.$1.00. No representation is made that the Indian rupee amounts have been, could have been or could be converted into United States dollars at such a rate or any other rate. Any discrepancies in any table between totals and sums of the amounts listed are due to rounding.
     Information contained in our website, www.drreddys.com, is not part of this quarterly report and no portion of such information is incorporated herein.
Forward-Looking and Cautionary Statement
     IN ADDITION TO HISTORICAL INFORMATION, THIS QUARTERLY REPORT CONTAINS CERTAIN FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES ACT OF 1933, AS AMENDED AND SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. THE FORWARD-LOOKING STATEMENTS CONTAINED HEREIN ARE SUBJECT TO CERTAIN RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE REFLECTED IN THE FORWARD-LOOKING STATEMENTS. FACTORS THAT MIGHT CAUSE SUCH A DIFFERENCE INCLUDE, BUT ARE NOT LIMITED TO, THOSE DISCUSSED IN THE SECTION ENTITLED “OPERATING AND FINANCIAL REVIEW” AND ELSEWHERE IN THIS REPORT. READERS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS, WHICH REFLECT OUR ANALYSIS ONLY AS OF THE DATE HEREOF. IN ADDITION, READERS SHOULD CAREFULLY REVIEW THE INFORMATION IN OUR PERIODIC REPORTS AND OTHER DOCUMENTS FILED AND/OR FURNISHED WITH THE SECURITIES AND EXCHANGE COMMISSION (“SEC”) FROM TIME TO TIME.

1


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
                         
    As of March 31,     As of June 30 ,     As of June 30 ,  
    2007     2007     2007  
                    Convenience  
                    translation into U.S.$  
ASSETS
                       
Current assets:
                       
Cash and cash equivalents
  Rs. 17,981,447     Rs. 11,092,200     U.S.$  273,342  
Investment securities
    15,325       15,839       390  
Restricted cash
    606,159       20,222       498  
Accounts receivable, net of allowances
    7,518,878       7,126,597       175,618  
Inventories
    7,545,580       8,426,231       207,645  
Deferred income taxes and deferred charges
    557,792       737,908       18,184  
Due from related parties
    145,086       143,184       3,528  
Other current assets
    3,096,129       3,504,176       86,352  
 
                 
Total current assets
    37,466,396       31,066,357       765,558  
 
                 
Property, plant and equipment, net
    12,427,798       12,963,230       319,449  
Due from related parties
    4,856       5,039       124  
Investment securities
    1,089,950       1,139,248       28,074  
Goodwill
    15,540,688       14,865,562       366,327  
Intangible assets, net
    18,888,413       17,628,754       434,420  
Other assets
    501,002       540,671       13,324  
 
                 
Total assets
  Rs. 85,919,103     Rs. 78,208,863     U.S.$  1,927,276  
 
                 
 
                       
LIABILITIES AND STOCKHOLDERS’ EQUITY
                       
 
                       
Current liabilities:
                       
Borrowings from banks
  Rs. 3,212,676     Rs. 1,007,578     U.S.$  24,829  
Current portion of long-term debt
    3,670,266       1,904,922       46,942  
Trade accounts payable
    4,754,978       5,308,102       130,806  
Due to related parties
    871       13,550       334  
Other current liabilities
    6,894,642       6,876,397       169,453  
 
                 
Total current liabilities
    18,533,433       15,110,549       372,364  
 
                 
Long-term debt, excluding current portion
    17,870,983       12,377,193       305,007  
Deferred income taxes
    7,556,228       7,252,084       178,711  
Other liabilities
    369,759       366,448       9,030  
 
                 
Total liabilities
  Rs. 44,330,402     Rs. 35,106,274     U.S.$  865,113  
 
                 
 
                       
Minority interest
    10,473       7,450       184  
 
                       
Stockholders’ equity:
                       
Equity shares at Rs.5 par value; 200,000,000 shares authorized; Issued and outstanding: 167,912,180 shares and 168,049,852 shares as of March 31, 2007 and June 30, 2007, respectively
  Rs. 839,561     Rs. 840,249     U.S.$  20,706  
Additional paid-in capital
    19,908,837       19,979,083       492,338  
Equity options outstanding
    564,937       543,176       13,385  
Retained earnings
    20,091,135       21,916,203       540,074  
Equity shares held by a controlled trust: 82,800 shares
    (4,882 )     (4,882 )     (120 )
Accumulated other comprehensive income
    178,640       (178,690 )     (4,403 )
 
                 
Total stockholders’ equity
    41,578,228       43,095,139       1,061,980  
 
                 
Total liabilities and stockholders’ equity
  Rs. 85,919,103     Rs. 78,208,863     U.S.$  1,927,276  
 
                 
See accompanying notes to the unaudited condensed consolidated financial statements

2


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share data)
                         
    For the three months ended June 30,  
    2006     2007     2007  
                    Convenience  
                    translation into  
                    U.S.$  
Revenues:
                       
 
                       
Product sales, net of allowances for sales returns (includes excise duties of Rs.648,459 and Rs.156,061 for the three months ended June 30, 2006 and 2007 respectively)
  Rs. 13,918,192     Rs. 11,920,903     U.S.$  293,763  
Service income
    108,198       61,964       1,527  
License fees
    23,016       191       5  
 
                 
 
    14,049,406       11,983,058       295,295  
Cost of revenues
    7,960,457       5,914,180       145,741  
 
                 
Gross profit
    6,088,949       6,068,878       149,553  
Operating expenses, net :
                       
Selling, general and administrative expenses
    3,346,121       3,131,109       77,159  
Research and development expenses, net
    532,874       806,278       19,869  
Amortization expenses
    387,809       350,708       8,642  
Foreign exchange (gain)/loss,net
    74,474       (285,036 )     (7,024 )
Other operating (income)/expenses, net
    (69,534 )     807       20  
 
                 
Total operating expenses, net :
    4,271,744       4,003,866       98,666  
 
                 
Operating income/(loss)
    1,817,205       2,065,012       50,887  
Equity in loss of affiliates, net
    (15,345 )     (4,028 )     (99 )
Other income/(expense), net
    (196,658 )     (57,468 )     (1,416 )
 
                 
Income before income taxes and minority interest
    1,605,202       2,003,516       49,372  
Income taxes (expense)/benefit
    (207,540 )     (181,471 )     (4,472 )
Minority interest
    (50 )     3,023       74  
 
                 
Net income
  Rs. 1,397,612     Rs. 1,825,068     U.S.$  44,975  
 
                 
 
                       
Earnings per equity share
                       
Basic
    9.11       10.87       0.27  
Diluted
    9.07       10.82       0.27  
Weighted average number of equity shares used in computing earnings per equity share
                       
Basic
    153,397,582       167,927,309       167,927,309  
Diluted
    154,023,870       168,727,641       168,727,641  
See accompanying notes to the unaudited condensed consolidated financial statements

3


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY AND COMPREHENSIVE
INCOME

(in thousands, except share and per share data)
                                                                                 
                                            Equity Shares held                      
                                            by a Controlled Trust                      
                                    Accumulated                                      
    Equity Shares     Additional             Other                     Equity -             Total  
    No. of             Paid In     Comprehensive     Comprehensive     No. of             Options     Retained     Stockholders'  
    shares     Amount     Capital     Income     Income     shares     Amount     Outstanding     Earnings     Equity  
Balance as of March 31, 2006
    153,389,140     Rs. 383,473     Rs. 10,261,783             Rs. (33,563 )     82,800     Rs. (4,882 )   Rs. 463,128     Rs. 11,201,794     Rs. 22,271,733  
Issuance of equity shares on exercise of options
    15,366       38       5,429                                       (5,429 )           38  
Stock based compensation
                                                  31,034             31,034  
Cumulative effect adjustment on adoption of SFAS 123R
                                                    (14,806 )           (14,806 )
Comprehensive income
                                                             
Net income
                    Rs. 1,397,612                               1,397,612       1,397,612  
Translation adjustment
                      363,684       363,684                               363,684  
Unrealized loss on investments, net of tax benefit Rs.127
                      (2,491 )     (2,491 )                             (2,491 )
 
                                                                             
Comprehensive income
                    Rs. 1,758,805                                      
 
                                                                             
Balance as of June 30, 2006
    154,404,506     Rs. 383,511     Rs. 10,267,212             Rs. 327,630       82,800     Rs. (4,882 )   Rs. 473,927     Rs. 12,599,406     Rs. 24,046,804  
 
                                                             
 
                                                                               
Convenience translation into U.S.$
          U.S.$  8,361     U.S.$  223,833             U.S.$  7,143             U.S.$  (106   U.S.$  10,332     U.S.$  274,676     U.S.$  524,238  
 
                                                                 
 
                                                                               
Balance as of March 31, 2007
    167,912,180     Rs. 839,561     Rs. 19,908,837             Rs. 178,640       82,800     Rs. (4,882 )   Rs. 564,937     Rs. 20,091,135     Rs. 41,578,228  
Issuance of equity shares on exercise of options
    137,672       688       70,246                                       (65,835 )           5,099  
Stock based compensation
                                                  44,074             44,074  
Comprehensive income
                                                             
Net income
                    Rs. 1,825,068                               1,825,068       1,825,068  
Translation adjustment
                      (399,701 )     (399,701 )                             (399,701 )
Unrealized Gain on investments, net of tax expense Rs.9,122
                      40,175       40,175                               40,175  
Unrecognised actuarial loss, net of tax expense Rs. 603
                            2,196       2,196                               2,196  
 
                                                                             
Comprehensive income
                    Rs. 1,467,738                                      
 
                                                                             
 
                                                                               
Balance as of June 30, 2007
    168,049,852     Rs. 840,249     Rs. 19,979,083             Rs. (178,690 )     82,800     Rs. (4,882 )   Rs. 543,176     Rs. 21,916,203     Rs. 43,095,139  
 
                                                             
 
                                                                               
Convenience translation into U.S.$
          U.S.$  20,706     U.S.$  492,338             U.S.$  4,403             U.S.$ (120   U.S.$  13,385     U.S.$  540,074     U.S.$  1,061,980  
 
                                                                 
See accompanying notes to the unaudited condensed consolidated financial statements

4


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands, except share and per share data)
                         
    Three months ended June 30,  
    2006     2007     2007  
                    Convenience  
                    translation into  
                    U.S.$  
Cash flows from operating activities:
                       
Net income
  Rs. 1,397,612     Rs. 1,825,068       U.S.$44,975  
Adjustments to reconcile net income to net cash from operating activities:
                       
Deferred tax benefit
    (245,519 )     (146,954 )     (3,621 )
Gain on sale of available for sale securities, net
          (15,951 )     (393 )
Depreciation and amortization
    729,995       743,862       18,331  
(Profit) / loss on sale of property, plant and equipment, net
    (62,615 )     807       20  
Equity in loss of affiliates
    15,345       4,028       99  
Unrealized exchange loss
    497,652       11,133       274  
Stock based compensation
    16,228       44,074       1,086  
Minority interest
    50       (3,023 )     (74 )
Changes in operating assets and liabilities:
                       
Accounts receivable
    (4,648,504 )     141,831       3,495  
Inventories
    (1,790,729 )     (1,097,203 )     (27,038 )
Other assets
    (278,765 )     (1,767,990 )     (43,568 )
Due to/from related parties, net
    (111,010 )     14,398       355  
Trade accounts payable
    3,768,859       1,015,114       25,015  
Other liabilities
    (45,671 )     1,405,878       34,645  
 
                 
Net cash provided by/(used in) operating activities
    (757,072 )     2,175,072       53,600  
 
                 
 
                       
Cash flows from investing activities:
                       
Restricted cash
    1,584,351       585,937       14,439  
Expenditure on property, plant and equipment
    (887,280 )     (975,791 )     (24,046 )
Proceeds from sale of property, plant and equipment
    65,730       3,768       93  
Purchase of investment securities, net of proceeds from sale
    (84,361 )     12,537       309  
Expenditure on intangible assets/payment of contingent consideration
    (195,611 )     (48,671 )     (1,199 )
 
                 
Net cash provided by/(used in) investing activities
    482,829       (422,220 )     (10,405 )
 
                 
 
                       
Cash flows from financing activities:
                       
Proceeds from issuance of equity shares on exercise of options
    38       5,099       126  
Proceeds from/(repayments of) bank borrowings, net
    291,428       (2,177,348 )     (53,656 )
Repayment of long-term debt
    (1,572 )     (6,248,407 )     (153,977 )
 
                 
Net cash provided by / (used in) financing activities
    289,894       (8,420,656 )     (207,508 )
 
                 
Net decrease in cash and cash equivalents during the period
    15,651       (6,667,804 )     (164,313 )
Effect of exchange rate changes on cash and cash equivalents
    (291,037 )     (221,443 )     (5,457 )
           
Cash and cash equivalents at the beginning of the period
    3,712,637       17,981,447       443,111  
 
                 
Cash and cash equivalents at the end of the period
  Rs. 3,437,251     Rs. 11,092,200       U.S.$273,342  
 
                 
See accompanying notes to the unaudited condensed consolidated financial statements

5


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands, except share and per share data)
                         
    Three months ended June 30,
    2006   2007   2007
Supplemental disclosures:
                       
Cash paid for:
                       
Interest (net of interest capitalized)
  Rs. 401,678     Rs. 363,254       U.S.$8,952  
Income taxes
    111,382       415,554       10,240  
Supplemental schedule of non-cash investing activities:
                       
 
                       
Property, plant and equipment purchased on credit during the period
    71,095       33,912       836  
See accompanying notes to the unaudited condensed consolidated financial statements

6


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
1. Basis of preparation of financial statements
          The accompanying unaudited interim condensed consolidated financial statements of Dr. Reddy’s Laboratories Limited (the “Company” or “DRL”), have been prepared by management on substantially the same basis as the audited financial statements for the year ended March 31, 2007, and in the opinion of management, include all adjustments of a normal recurring nature necessary for a fair presentation of the financial information set forth herein. The preparation of unaudited condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses and disclosure of contingent assets and liabilities. Actual results could differ from these estimates.
2. Interim information
     The accompanying unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes contained in the Annual Report on Form 20-F for the year ended March 31, 2007. The results of the interim periods are not necessarily indicative of results to be expected for the full fiscal year.
3. Convenience translation
     The accompanying unaudited interim condensed consolidated financial statements have been prepared in Indian rupees. Solely for the convenience of the reader, the financial statements as of June 30, 2007 have been translated into U.S. dollars at the noon buying rate in New York City on June 29,2007 for cable transfers in Indian rupees, as certified for customs purposes by the Federal Reserve Bank of New York of U.S.$1 = Rs. 40.58. No representation is made that the Indian rupee amounts have been, could have been or could be converted into U.S. dollars at such a rate or any other rate.
4. Stock based compensation
     Prior to April 1, 2006, the Company accounted for its stock-based compensation plans under SFAS 123 “Accounting for Stock Based Compensation”. On April 1, 2006, the Company adopted SFAS No. 123R (revised 2004), “Share Based Payment” (“SFAS No. 123(R)”) under the modified-prospective application. Under the modified-prospective-application, SFAS No. 123(R) applies to new awards and to awards modified, repurchased, or cancelled after adoption.
     The Company uses the Black-Scholes option pricing model to determine the fair value of each option grant. Generally, the fair value approach in SFAS No. 123(R) is similar to the fair value approach described in SFAS No. 123. The Company elected to continue to estimate the fair value of stock options using the Black-Scholes option pricing model. The Black-Scholes model includes assumptions regarding dividend yields, expected volatility, expected lives and risk free interest rates. These assumptions reflect management’s best estimates, but these assumptions involve inherent market uncertainties based on market conditions generally outside of the control of the Company. As a result, if other assumptions had been used in the current period, stock-based compensation expense could have been materially impacted. Furthermore, if management uses different assumptions in future periods, stock based compensation expense could be materially impacted in future years.
     The fair value of each option is estimated on the date of grant using the Black-Scholes model with the following assumptions:
                 
    Three months ended June 30,  
    2006     2007  
Dividend yield
    0.5 %     0.75 %
Expected life
  12-78 months   12-78 months
Risk free interest rates
    4.5 - 7.5 %     7.8 - 8.2 %
Volatility
    23.4 - 50.7 %     28.4 - 32.7 %

7


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
4. Stock based compensation (continued)
     At June 30, 2007, the Company had four stock-based employee compensation plans, which are described more fully in Note 11. The Company had two stock based employee compensation plans and its subsidiary, Aurigene Discovery Technologies Limited, had two stock based employee compensation plans.
     As of June 30, 2007, the Company had approximately Rs. 439,846 of total unrecognized compensation cost related to nonvested share-based compensation arrangements granted under our plans. This cost is expected to be recognised as stock-based compensation expense over a weighted-average period of 4 years.
     The total employee stock based compensation expense for the three months ended June 30, 2006 and 2007 was Rs. 31,034 and Rs. 44,074, respectively.
     A recent amendment to the Indian tax regulations requires the Company to pay a tax titled the Fringe Benefit Tax (FBT) on employee stock options. The FBT is computed based on the fair market value of the underlying share on the date of vesting of an option as reduced by the amount actually paid by the employee for the exercise of the options. The Company’s obligation to pay FBT arises only upon the exercise of the options and will be recorded at the time of the exercise. The FBT paid during the three months ended June 30, 2007 is not material

8


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
5. Restricted cash
     As of March 31, 2007, the current portion of restricted cash was primarily comprised of term deposits amounting to Rs. 585,937 pledged as security for a short term loan taken from the State Bank of India. On the repayment of the short term loan during the three months ended June 30, 2007, restrictions on these term deposits were released.
6. Taxes on Income
      Effective April 1, 2007, the Company adopted Financial Accounting Standards Board Interpretation 48, Accounting for Uncertainty in Income Taxes (FIN 48). This Interpretation clarifies the accounting for uncertainity in income taxes recognized in an enterprises financial statements in accordance with SFAS 109, Accounting for Income Taxes and prescribes a recognition threshold of more likely than not to be sustained upon examination. The adoption of FIN 48 did not have any material impact on the retained earnings or provision for taxation as of April 1, 2007. Upon adoption, the liability for income taxes (including interests and penalties) associated with uncertain tax positions (i.e. unrecognized tax benefits) at April 1, 2007 was Rs. 455,431, which if recognized, would favorably affect the Company’s effective tax rate.
      Although it is difficult to anticipate the final outcome or timing of resolution of any particular uncertain tax positions, the Company as of June 30, 2007 had not identified any potential subsequent events that would have a material impact on unrecognized income tax benefits within the next twelve months.
     It is the Company’s consistent policy to include any penalties and interest related to income taxes as part of income tax expense.
     A listing of open tax years in respect of the Company’s significant tax jurisdictions is given below. Additionally, some uncertain tax positions relate to earlier years which are currently under dispute with the tax authorities.
     
Jurisdiction   Open tax years
India
  2004-05 to 2006-07
USA
  2004, 2005, 2006
Germany
  2004, 2005, 2006

9


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share)
7. Goodwill
     In accordance with SFAS No. 142, “Goodwill and Other Intangible Assets,” the Company tests goodwill for impairment at least annually.
     The following table presents the changes in goodwill during the year ended March 31, 2007 and for the three months ended June 30, 2007:
                 
    Year ended     Three months ended  
    March 31, 2007     June 30, 2007  
Balance at the beginning of the period (1)
  Rs. 16,816,452     Rs. 15,722,631  
Acquired during the period
    (2,013,351 )     19,576  
Effect of translation adjustments
    919,530       (694,702 )
 
           
Balance at the end of the period (1)
  Rs. 15,722,631     Rs. 15,047,505  
 
           
     Goodwill acquired during the year ended March 31, 2007 and for three months ended June 30, 2007 represents the following:
                 
    Year ended     Three months ended  
    March 31, 2007     June 30, 2007  
Cash paid or payable towards contingent consideration in purchase business combinations
  Rs. 96,987     Rs. 19,576  
Adjustment on account of completion of final allocation of purchase price in acquisition of betapharm
    (2,110,338 )      
 
           
 
  Rs. (2,013,351 )   Rs. 19,576  
 
           
     The following table presents the allocation of goodwill among the Company’s segments:
                 
    As of March 31,     As of June 30,  
    2007     2007  
Formulations(1)
  Rs. 349,774     Rs. 349,774  
Active Pharmaceutical Ingredients and Intermediates
    997,025       997,025  
Generics
    14,285,395       13,610,269  
Drug Discovery
    90,437       90,437  
 
           
 
  Rs. 15,722,631     Rs. 15,047,505  
 
           
 
(1)   Includes goodwill arising on investment in affiliate of Rs. 181,943.

10


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
8. Intangible assets, net
     In accordance with SFAS No. 142, “Goodwill and Other Intangible Assets,” intangible assets are amortized over the expected benefit period or the legal life, whichever is lower.
     The following table presents acquired and amortized intangible assets as of June 30, 2007 and March 31, 2007:
                         
    As of June 30 , 2007  
    Gross carrying     Accumulated     Net carrying  
    amount     amortization     value  
Trademarks
  Rs. 2,585,812     Rs. 2,395,075     Rs. 190,737  
Trademarks not subject to amortization
    4,868,333             4,868,333  
Product related intangibles
    13,405,390       1,260,807       12,144,583  
Beneficial toll manufacturing contract
    631,925       234,839       397,086  
Non-competition arrangements
    129,013       120,013       9,000  
Marketing rights
    8,160       8,160        
Customer related intangibles including customer contracts
    169,838       152,383       17,455  
Others
    10,185       8,625       1,560  
     
 
  Rs. 21,808,656     Rs. 4,179,902     Rs. 17,628,754  
     
                                 
    As of March 31, 2007  
    Gross carrying     Accumulated             Net carrying  
    amount     amortization     Adjustments     value  
Trademarks
  Rs. 2,597,962     Rs. 2,359,221           Rs. 238,741  
Trademarks not subject to amortization
    5,943,440             815,967       5,127,473  
Product related intangibles
    14,920,953       1,180,701       740,736       12,999,516  
Beneficial toll manufacturing contract
    665,505       179,691             485,814  
Core technology rights and licenses
    132,753             132,753        
Non-competition arrangements
    131,214       120,030             11,184  
Marketing rights
    95,130       14,365       80,765        
Customer related intangibles including customer contracts
    177,375       153,435             23,940  
Others
    10,624       8,879             1,745  
     
 
  Rs. 24,674,956     Rs. 4,016,322     Rs. 1,770,221     Rs. 18,888,413  
     
     The aggregate amortization expense for the three months ended June 30, 2006 and 2007 was Rs. 387,809 and Rs. 350,708, respectively.

11


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
8. Intangible assets, net (continued)
     Estimated amortization expense for the next five years and thereafter with respect to such assets is as follows:
         
For the nine months period ended March 31, 2008
  Rs. 1,075,621  
For the year ended March 31, 2009
    1,252,086  
2010
    978,831  
2011
    978,378  
2012
    940,262  
Thereafter
    7,535,243  
 
     
Total
  Rs. 12,760,421  
 
     

12


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
8. Intangible assets, net (continued)
     The intangible assets (net of amortization) as of June 30, 2007 have been allocated to the following segments:
                                 
                    Custom        
                    Pharmaceutical        
    Formulations     Generics     Services     Total  
Trademarks
  Rs. 186,637     Rs. 4,100           Rs. 190,737  
Trademarks not subject to amortization
          4,868,333             4,868,333  
Product related intangibles
          12,144,583             12,144,583  
Beneficial toll manufacturing contract
          397,086             397,086  
Non-competition arrangements
                9,000       9,000  
Customer related intangibles including customer contracts
                17,455       17,455  
Others
          1,560             1,560  
                 
 
  Rs. 186,637     Rs. 17,415,662     Rs. 26,455     Rs. 17,628,754  
                 
     The intangible assets (net of amortization) as of March 31, 2007 have been allocated to the following segments:
                                 
                    Custom          
                    Pharmaceutical          
    Formulations     Generics     Services     Total  
Trademarks
  Rs. 233,108     Rs. 5,633           Rs. 238,741  
Trademarks not subject to amortization
          5,127,473             5,127,473  
Product related intangibles
          12,999,516             12,999,516  
Benefical toll manufacturing contract
          485,814             485,814  
Non-competition arrangements
          177       11,007       11,184  
Customer related intangibles
          584       23,356       23,940  
Others
          1,745             1,745  
                 
 
  Rs. 233,108     Rs. 18,620,942     Rs. 34,363     Rs. 18,888,413  
                 
Write-down of intangible assets acquired in Trigenesis acquisition
In 2004, the Company, through the acquisition of Trigenesis Therapeutics Inc. (“Trigenesis”), acquired certain technology platforms and marketing rights for a total consideration of Rs. 496,715 (U.S.$11,000) which was accounted for as a purchase of intangible assets. During the quarter ended March 31, 2007, the Company completed its detailed review of its business opportunities against each of the core technology rights, licenses and marketing rights it acquired in connection with the acquisition of Trigenesis. As a result of this review, the Company determined that further commercialization of the intangible assets may not be economically viable because of further regulatory and approval process requirements and unfeasible partnering prospects, and therefore discontinued its efforts to further develop these assets. Accordingly, the net carrying value of the intangible assets was written down to Rs. Nil, by recording an amount of Rs. 213,518 as expense during the quarter ended March 31, 2007. The above write-down, which relates to the Company’s specialty business (included in “Generics”) has been included in the “Adjustments” column in the March 31, 2007 table above.
Change in estimated useful life of beneficial toll manufacturing contract intangible
The Company’s German operations primarily sourced its products from Salutas GmbH (“Salutas”) under the then existing long-term contract. The contract gave betapharm a benefit by way of a larger commitment period to supply products at a

13


Table of Contents

favorable purchase price. Accordingly, at the time of betapharm’s purchase price allocation, this was identified as a beneficial toll manufacturing contract and recorded as an intangible asset. In January 2007, Salutas served a termination notice to betapharm cancelling its future commitments to supply products under the contract. betapharm renegotiated its terms and prices with Salutas, which resulted in a reduction in the overall committed supply period from 58 months to 24 months and increased procurement prices. Based on this amendment in January 2007, the Company revised its estimated useful life of the intangible and accordingly is amortizing the balance unamortized amount as on the date of such amendment over the revised remaining useful life.
Write-down of intangible assets acquired in betapharm acquisition
During the year ended March 31, 2007, triggered by the above contract amendment with Salutas resulting in supply constraints in the short term period and increased procurement prices and certain market events including continuing decreases in market price and increased competitive intensity, the Company tested the carrying value of betapharm intangibles for impairment. The carrying value of these intangibles included certain product related intangibles and the ‘beta’ brand. The Company markets a broad and diversified portfolio comprising of formulations(primarily solid dose) in the German generic market under the ‘beta’ brand. ‘beta’ brand was fair valued applying the relief from royalty method. As a result of this review, the Company recorded a write-down of intangible assets of Rs. 1,556,703 during the quarter ended March 31, 2007 and adjusted the carrying value of the ‘beta’ brand and certain product related intangibles as of March 31, 2007. The above write down, relates to the Company’s generics segment and has been included in the “Adjustments” column in the March 31, 2007 table above.

14


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
9. Property, plant and equipment, net
     Property, plant and equipment consist of the following:
                 
    As of March 31,     As of June 30,  
    2007     2007  
Land
  Rs. 875,662     Rs. 868,601  
Buildings
    3,063,872       3,276,934  
Plant and machinery
    9,974,476       10,137,366  
Furniture, fixtures and office equipment
    936,504       951,793  
Vehicles
    383,024       382,218  
Computer equipment
    679,076       734,559  
Capital work-in-progress
    2,805,221       3,245,651  
 
           
 
    18,717,835       19,597,122  
Accumulated depreciation
    (6,290,037 )     (6,633,892 )
 
           
 
  Rs. 12,427,798     Rs. 12,963,230  
 
           
     Depreciation expenses for the three months ended June 30, 2006 and 2007 were Rs. 342,186 and Rs. 393,154 respectively.
10. Inventories
     Inventories consist of the following:
                 
    As of March 31,     As of June 30,  
    2007     2007  
Raw materials
  Rs .. 2,147,896     Rs. 2,284,896  
Packing material, stores and spares
    560,629       670,900  
Work-in-process
    1,674,235       2,142,715  
Finished goods
    3,162,820       3,327,720  
 
           
 
  Rs. 7,545,580     Rs. 8,426,231  
 
           
     During the three months ended June 30, 2006 and 2007, the Company recorded an inventory write-down of Rs. 131,297 and Rs. 97,610, respectively, resulting from a decline in the market value of certain finished goods and write down of certain raw materials. These amounts are included in the cost of revenues.
     In the quarter ended June 30, 2007, betapharm and Salutas agreed to the firm purchase quantities under its long-term supply contract, which resulted in a loss on firm purchase commitment on certain products amounting to Rs. 268,227 which is included in the cost of revenues.

15


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
11. Employee stock incentive plans
     Dr. Reddy’s Employees Stock Option Plan-2002 (the “DRL 2002 Plan”):
          The Company instituted the DRL 2002 Plan for all eligible employees pursuant to the special resolution approved by the shareholders in the Annual General Meeting held on September 24, 2001. The DRL 2002 Plan covers all employees of DRL and all employees and directors of its subsidiaries. Under the DRL 2002 Plan, the Compensation Committee of the Board (the “Compensation Committee”) administers the DRL 2002 Plan and grant stock options to eligible employees of the Company and its subsidiaries. The Compensation Committee shall determine the employees eligible for receiving the options, the number of options to be granted, the exercise price, the vesting period and the exercise period. The vesting period is determined for all options issued on the date of the grant. The vesting period for options issued under the DRL 2002 Plan range between one and four years.
          The DRL 2002 Plan was amended on July 28, 2004 at the annual general meeting of shareholders to provide for stock option grants in two categories:
          Category A: 1,721,700 stock options out of the total of 2,295,478 reserved for grant of options having an exercise price equal to the fair market value of the underlying equity shares on the date of grant; and
          Category B: 573,778 stock options out of the total of 2,295,478 reserved for grant of options having an exercise price equal to the par value of the underlying equity shares (i.e., Rs.5 per option).
          The DRL 2002 Plan was further amended on July 27, 2005 at the annual general meeting of shareholders to provide for stock option grants in two categories:
          Category A: 300,000 stock options out of the total of 2,295,478 reserved for grant of options having an exercise price equal to the fair market value of the underlying equity shares on the date of grant; and
          Category B: 1,995,478 stock options out of the total of 2,295,478 reserved for grant of options having an exercise price equal to the par value of the underlying equity shares (i.e., Rs.5 per option).
          Under the DRL 2002 Plan, the exercise price of the fair market value options granted under Category A above is determined based on the average closing price for 30 days prior to the grant in the stock exchange where there is highest trading volume during that period. Notwithstanding the foregoing, the Compensation Committee , after obtaining the approval of the shareholders in the annual general meeting, may grant options with a per share exercise price other than fair market value and par value of the equity shares.
After the stock dividend issued by the Company in August 2006, the DRL 2002 Plan provides for stock options granted in two categories as follows:
                         
    Number of Options   Number of Options    
    granted Under   granted Under    
Particulars   category A   category B   Total
Options reserved under original Plan
    300,000       1,995,478       2,295,478  
Options exercised prior to stock dividend date (A)
    94,061       147,793       241,854  
Balance of shares that can be alloted exercise of options (B)
    205,939       1,847,685       2,053,624  
Options arising from stock dividend (C)
    205,939       1,847,685       2,053,624  
Options reserved after stock dividend (A+B+C)
    505,939       3,843,163       4,349,102  
          On April 5, 2007, certain employees surrendered their par value options under the DRL 2002 Plan and the Company issued par value options under the DRL 2007 Plan (discussed below) to such employees. This transaction was a modification of the stock options already granted under the DRL 2002 Plan. The incremental cost, which was immaterial, and the unamortised cost of surrendered options, as per the guidance in SFAS 123(R), has been recognized in the statements of operations over the vesting period of the new options granted under the DRL 2007 Plan.

16


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
11. Employee stock incentive plans (continued)
          Stock option activity under the DRL 2002 Plan in the two categories of options (i.e. fair market value and par value options) was as follows:
Category A — Fair Market Value Options
                                 
    Three months ended June 30, 2006
                            Weighted-
                    Weighted-   average
                    average   remaining
    Shares arising   Range of exercise   exercise   contractual life
    out of options   prices   price   (months)
Outstanding at the beginning of the period
    234,500       362.5-531.51       439.43       64  
Expired / forfeited during the period
    (10,000 )     442.5-574.5       541.50        
 
                               
Outstanding at the end of the period
    224,500       362.5-531.51       434.88       62  
 
                               
Exercisable at the end of the period
    130,550       362.5-531.51       456.11       47  
 
                               
Category B — Par Value Options
                                 
    Three months ended June 30, 2006
                            Weighted-
                    Weighted-   average
                    average   remaining
    Shares arising   Range of exercise   exercise   contractual life
    out of options   prices   price   (months)
Outstanding at the beginning of the period
    729,968     Rs. 5     Rs. 5       81  
Granted during the period
    416,260       5       5       90  
Forfeited during the period
    (4,332 )     5       5        
Exercised during the period
    (15,366 )     5       5        
 
                               
Outstanding at the end of the period
    1,126,530       5       5       82  
 
                               
Exercisable at the end of the period
    112,292     Rs. 5     Rs. 5       59  
 
                               
Category A — Fair Market Value Options
                                 
    Three months ended June 30, 2007
                            Weighted-
                            average
                    Weighted-   remaining
    Shares arising   Range of exercise   1average   contractual life
    out of options   prices   exercise price   (months)
Outstanding at the beginning of the period
    191,580     Rs. 362.5-531.51     Rs. 427.9       54  
Expired / forfeited during the period
    (1,900 )     442.5       442.5        
Exercised during the period
    (10,100 )     441.5-442.5       441.7        
 
                               
Outstanding at the end of the period
    179,580       362.5-531.51       426.9       52  
 
                               
Exercisable at the end of the period
    138,180     Rs. 362.5-531.51     Rs. 439.0       41  
 
                               
Category B — Par Value Options
                                 
    Three months ended June 30, 2007
                            Weighted-
                    Weighted-   average
                    average   remaining
    Shares arising   Range of exercise   exercise   contractual life
    out of options   prices   price   (months)
Outstanding at the beginning of the period
    889,252     Rs. 5     Rs. 5       77  
Granted during the period
    386,060       5       5       90  
Forfeited during the period
    (35,862 )     5       5        
Surrendered by employees during the period
    (138,418 )     5       5        
Exercised during the period
    (127,572 )     5       5        
 
                               
Outstanding at the end of the period
    973,460       5       5       69  
 
                               
Exercisable at the end of the period
    114,702     Rs. 5     Rs. 5       56  
 
                               

17


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
11. Employee stock incentive plans (continued)
          No options at fair market value were granted during the three months ended June 30, 2006 and 2007. The per option weighted average grant date fair value of options granted under the DRL 2002 Plan at par value during the three months ended June 30, 2006 and 2007 were Rs.574.02 and Rs.549.32, respectively. The aggregate intrinsic value of options exercised under the DRL 2002 Plan for the three months ended June 30, 2006 and 2007 was Rs.12 million and Rs.84 million, respectively. As of June 30, 2007, options outstanding and exercisable under the DRL 2002 Plan had an aggregate intrinsic value of Rs.635 million and Rs.75 million, respectively.
     Dr. Reddy’s Employees ADR Stock Option Plan-2007 (the “DRL 2007 Plan”):
     The Company instituted the DRL 2007 Plan for all eligible employees in pursuance of the special resolution approved by the shareholders in the Annual General Meeting held on July 27, 2005. The DRL 2007 Plan came into effect on approval of the Board of Directors on January 22, 2007. The DRL 2007 Plan covers all eligible employees of the company and all eligible employees and directors of its subsidiaries. Under the DRL 2007 Plan, the Compensation Committee of the Board (the “Compensation Committee”) administers the DRL 2007 Plan and grants stock options to eligible employees of the Company and its subsidiaries. The Compensation Committee determines the employees eligible for receiving the options, the number of options to be granted, the exercise price, the vesting period and the exercise period. The vesting period is determined for all options issued on the date of the grant.
          Stock option activity under the DRL 2007 Plan in the two categories of options (i.e. fair market value and par value options) was as follows:
Category B — Par Value Options
                                 
    Three months ended June 30, 2007
                            Weighted-
                            average
                    Weighted-   remaining
    Shares arising out   Range of exercise   average   contractual life
    of options   prices   exercise price   (months)
Outstanding at the beginning of the period
                       
Granted during the period
    206,818     Rs. 5     Rs. 5       81  
Outstanding at the end of the period
    206,818     Rs. 5     Rs. 5       81  
 
                               
Exercisable at the end of the period
                       
 
                               
          The per option weighted average grant date fair value for options granted under the DRL 2007 Plan at par value during the three months ended June 30, 2007 was Rs.550.51. As of June 30, 2007 options outstanding under the DRL 2007 Plan had an aggregate intrinsic value of Rs.133 million.
          No options were granted at Fair Market Value under this plan during the three months ended June 30, 2007.
          Aurigene Discovery Technologies Ltd. Employee Stock Option Plan (the Aurigene ESOP Plan”):
          In fiscal 2004, Aurigene Discovery Technologies Limited (“Aurigene”), a consolidated subsidiary, adopted the Aurigene ESOP Plan to provide for issuance of stock options to employees. Aurigene has reserved 4,550,000 of its ordinary shares for issuance under this plan. Under the Aurigene ESOP Plan, stock options may be granted at a price per share as may be determined bythe Compensation Committee. The options vest at the end of three years from the date of grant of option.

18


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
11. Employee stock incentive plans (continued)
Stock option activity under the Aurigene ESOP Plan was as follows:
                                 
    Three months ended June 30, 2006  
                            Weighted-  
                            average remaining  
    Shares arising out     Range of exercise     Weighted-average     contractual life  
    of options     prices     exercise price     (months)  
Outstanding at the beginning of the period
    528,907     Rs. 10     Rs. 10       67  
Granted during the period
    135,000       10       10       73  
Forfeited during the period
    (66,824 )     10       10        
 
                       
Outstanding at the end of the period
    597,083     Rs. 10     Rs. 10       69  
 
                             
Exercisable at the end of the period
                       
                                 
    Three months ended June 30, 2007  
                            Weighted-  
                            average remaining  
    Shares arising out     Range of exercise     Weighted-average     contractual life  
    of options     prices     exercise price     (months)  
Outstanding at the beginning of the period
    1,183,583     Rs. 10     Rs. 10       62  
Granted during the period
                       
Forfeited during the period
    (24,089 )     10       10        
 
                       
Outstanding at the end of the period
    1,159,494       10       10       59  
 
                             
Exercisable at the end of the period
    59,743     Rs. 10     Rs. 10       32  
          The per option weighted average grant date fair value for options granted under the Aurigene ESOP Plan during the three months ended June 30, 2006 was Rs.2.50. No options were granted under Aurigene ESOP Plan during the three months ended June 30, 2007.
Aurigene Discovery Technologies Ltd. Management Group Stock Grant Plan (the “Management Plan”):
          In fiscal 2004, Aurigene had adopted the Management Plan to provide for issuance of stock options to management employees of Aurigene and its subsidiary Aurigene Discovery Technologies Inc. Aurigene had reserved 2,950,000 ordinary shares for issuance under this plan. Under the Management Plan, stock options were granted at a price per share as determined by the compensation committee. The options vest on the date of grant of the options.
          No options were granted during the three months ended June 30, 2006 and 2007 under the Management Plan. As of June 30, 2007, there were no outstanding stock options under the Management Plan.

19


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
12. Employee benefit plans
          Gratuity benefits: In accordance with applicable Indian laws, the Company provides for gratuity, a defined benefit retirement plan (the “Gratuity Plan”) covering certain categories of employees. The Gratuity Plan provides a lump sum payment to vested employees, at retirement or termination of employment, an amount based on the respective employee’s last drawn salary and the years of employment with the Company. Effective September 1, 1999, the Company established Dr. Reddy’s Laboratories Gratuity Fund (the “Gratuity Fund”). Liabilities with regard to the Gratuity Plan are determined by an actuarial valuation, based upon which the Company makes contributions to the Gratuity Fund. Trustees administer the contributions made to the Gratuity Fund. The amounts contributed to the Gratuity Fund are invested in specific securities as mandated by law and generally consist of federal and state government bonds and debt instruments of government-owned corporations.
          The components of net periodic benefit cost for the three months ended June 30, 2006 and 2007 is as follows:
                 
    Three months ended June  
    30,  
    2006     2007  
Service cost
  Rs. 6,774     Rs. 7,471  
Interest cost
    3,972       5,155  
Expected return on plan assets
    (4,048 )     (4,223 )
Recognised net actuarial (gain) / loss
    1,182       1,396  
 
           
Net amount recognized
  Rs. 7,880     Rs. 9,799  
 
           
          Pension plan: All of the employees of Falcon are entitled to a pension plan in the form of a Defined Benefit Plan. The pension plan provides a payment to vested employees at retirement or termination of employment. This payment is based on the employee’s integrated salary and is paid in the form of a monthly pension over a period of 20 years computed based on a predefined formula. Liabilities with regard to the Pension Plan are determined by an actuarial valuation, based upon which the Company makes contributions to the Pension Fund. This fund is administered by a third party who is provided guidance by a technical committee formed by senior employees of the Company.
          The components of net periodic benefit cost for the three months ended June 30, 2006 and 2007 is as follows:
                 
    Three months     Three months  
    ended     ended  
    June 30,     June 30,  
    2006     2007  
Service cost
  Rs. 4,205     Rs. 3,914  
Interest cost
    3,588       3,194  
Expected return on plan assets
    (3,787 )     (3,969 )
Amortisation of net transition obligation /(asset)
    1,070       966  
Recognised net actuarial (gain)/loss
    (38 )      
Cost price inflation index adjustment
    189       144  
 
           
Net amount recognized
  Rs. 5,227     Rs. 4,249  
 
           

20


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
13. Commitments and Contingencies
          Capital Commitments: As of March 31, 2007 and June 30, 2007, the Company had committed to spend approximately Rs.1,186,049 and Rs.902,908, respectively, under agreements to purchase property and equipment. The amount is net of capital advances paid in respect of such purchases.
          Guarantees: In accordance with the provisions of FIN 45, Guarantor’s Accounting and Disclosure Requirements for Guarantees, including Indirect Guarantees of Indebtedness of Others, the Company recognizes the fair value of guarantee and indemnification arrangements issued or modified by the Company, if these arrangements are within the scope of that Interpretation. In addition, the Company continues to monitor the conditions that are subject to the guarantees and indemnifications to identify whether it is probable that a loss has occurred, and would recognize any such losses under the guarantees and indemnifications when those losses are estimable.

21


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share data and where otherwise stated)
13. Commitments and Contingencies (continued)
          Our equity investee, Kunshan Rotam Reddy Pharmaceuticals Co. Limited (“KRRP”) secured a credit facility of Rs.32,000 from Citibank, N.A. (“Citibank”). During the fiscal year ended March 31, 2006, the Company issued a corporate guarantee amounting to Rs.45,000 in favor of Citibank to enhance the credit standing of KRRP. The guarantee is required to be renewed every year and the Company’s liability may arise in case of non-payment by KRRP under its credit facility agreement with Citibank. As of June 30, 2007, the fair value of such liability is not material.
          Litigations / Contingencies: The Company manufactures and distributes Norfloxacin, a formulations product. Under the Drugs Prices Control Order (the “DPCO”), the Government of India has the authority to designate a pharmaceutical product as a “specified product” and fix the maximum selling price for such product. In 1995, the Government of India notified Norfloxacin as a “specified product” and fixed the maximum selling price. In 1996, the Company filed a statutory Form III before the Government of India for the upward revision of the price and a legal suit in the Andhra Pradesh High Court (the “High Court”) challenging the validity of the notification on the grounds that the applicable rules of the DPCO were not complied with while fixing the ceiling price. The High Court had earlier granted an interim order in favor of the Company; however it subsequently dismissed the case in April 2004. The Company filed a review petition in the High Court in April 2004 which was also dismissed by the High Court in October 2004. Subsequently, the Company appealed to the Supreme Court of India by filing a Special Leave Petition. The appeal is currently pending with the Supreme Court.
          During the fiscal year ended March 31, 2006, the Company received a notice from the Government of India demanding the recovery of the price the Company charged for Norfloxacin in excess of the maximum selling price fixed by the Government of India, amounting to Rs.284,984, including interest thereon. The Company filed a writ petition in the High Court challenging the Government of India’s demand order. The High Court has admitted the writ petition and granted an interim order, however it ordered the Company to deposit 50% of the principal amount claimed by the Government of India, which amounts to Rs.77,149. The Company deposited this amount with the Government of India on November 14, 2005 while it awaits the outcome of its appeal with the Supreme Court. The Company has provided fully against the potential liability in respect of the principal amount demanded (included under other current liabilities) and believes that the possibility of any liability that may arise on account of interest and penalty is remote. In the event that the Company is unsuccessful in the litigation in the Supreme Court, it will be required to remit the sale proceeds in excess of the maximum selling price to the Government of India and penalties or interest if any, the amounts of which are not readily ascertainable.
          During the fiscal year ended March 31, 2003, the Central Excise Authorities of India (the “Authorities”) issued a demand notice on one of the Company’s vendors with regard to the assessable value of its products supplied to the Company. The Company has been named as a co-defendant in the notice. The Authorities demanded payment of Rs.175,718 from the vendor, including a penalty of Rs.90,359. The Authorities, through the same notice, issued a penalty claim of Rs.70,000 against the Company. During the fiscal year ended March 31, 2005, the Authorities issued an additional notice on the vendor demanding Rs.225,999 from the vendor, including a penalty of Rs.51,152. The Authorities, through the same notice, issued a penalty claim of Rs.6,500 against the Company. Further, during the fiscal year ended March 31, 2006, the Authorities issued an additional notice on the vendor demanding payment of Rs.33,549. The Company has filed appeals against these notices. On August 31, 2006 and September 30, 2006 the Company attended the hearings conducted by the Customs, Excise and Service Tax Appellate Tribunal (the “CESTAT”) on the matter. On October 31, 2006, the CESTAT passed an order in favor of the Company setting aside all of the above demands. On July 20, 2007, the Authorities appealed against this order in the Supreme Court. The Company believes that the ultimate outcome will not have any material adverse effect on its financial position, results of operations or cash flows in any given accounting period.

22


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share data and where otherwise stated)
13. Commitments and Contingencies (continued)
          In April 2006, the Company launched its fexofenadine hydrochloride 30 mg, 60 mg and 180 mg tablet products, which are generic versions of Sanofi-Aventis’ (“Aventis”) Allegra® tablets. The Company is currently defending patent infringement actions brought by Aventis in the United States District Court for the District of New Jersey. There are three formulation patents, three use patents, and two active pharmaceutical ingredients (“API”) patents that are the subject matter of litigation concerning the Company’s tablets. The Company has obtained summary judgment as to each of the formulation patents. In September 2005, pursuant to an agreement with Barr Pharmaceuticals, Inc., Teva Pharmaceuticals Industries Limited (“Teva”) launched its fexofenadine hydrochloride 30 mg, 60 mg and 180 mg tablet products, which are AB-rated (bioequivalent) to Aventis’ Allegra® tablets. Aventis has brought patent infringement actions against Teva and its API supplier in the United States District Court for the District of New Jersey. There are three formulation patents, three use patents, and two API patents at issue in the litigation and Teva has obtained summary judgment as to each of the formulation patents. On January 27, 2006, the District Court denied Aventis’ motion for a preliminary injunction against Teva and its API supplier on the three use patents, finding those patents likely to be invalid, and one of the API patents, finding that patent likely to be not infringed. The issues presented during that hearing are likely to be substantially similar to those which will be presented with respect to Company’s tablet products. A trial has not been scheduled. If Aventis is ultimately successful on its allegation of patent infringement, the Company could be required to pay damages related to the sales of its fexofenadine hydrochloride tablets and be prohibited from selling those products in the future.
          In March 2000, Dr. Reddy’s Laboratories Inc. (“DRLI”), a consolidated subsidiary, acquired 25% of its common stock held by a minority shareholder (Pharma, LLC) for a cash consideration of Rs.1,072, which was accounted for by the purchase method. The terms of the Stock Redemption Agreement dated March 2000 and Amendment to Stock Purchase Agreement dated March 2002 also provide for contingent consideration not exceeding U.S.$14,000 over the ten years following such purchase based on achievement of sales of certain covered products. Such payments were to be recorded as goodwill in the period in which the contingency is resolved in accordance with the consensus reached by the Emerging Issues Task Force on Issue 95-8, Accounting for Contingent Consideration Paid to the Shareholders of an Acquired Enterprise in a Purchase Business Combination. Accordingly, as of March 31, 2007 Rs.452,725 (U.S.$10,415) has been paid towards such contingent consideration and recorded as goodwill on achievement of such specified milestones.
          In August 2006, the Company received a letter from Pharma, LLC alleging that sales of certain products were excluded by the Company from its calculation of gross revenue in computing the amount payable to Pharma, LLC. The Company, in its response, has stated that the stated products, being the authorized generic products of the partnering innovator company, are not DRLI products and therefore fall within the definition of “excluded products”. Accordingly, the Company has rejected Pharma LLC’s claim for its share of consideration from sale of these products. Subsequently, in October, 2006, Pharma LLC has instituted an Arbitration Proceeding under the Redemption Agreement. This arbitration was settled during the quarter ended 30 September 2007 by executing a settlement arrangement through which all remaining payments amounting to USD 4,492 has been agreed to be paid in various instalments beginning October 1, 2007 and ending on January 1, 2009. Pursuant to such settlement, the Company has recorded the amount payable to Pharma LLC aggregating to Rs.178,984 (U.S. $ 4,492 ), representing the balance contingent consideration as goodwill in the financial statements for the quarter ending September 30, 2007.
          On April 18, 2007, the Company terminated all of its Over The Counter (“OTC”) agreements with Leiner Health Products, LLC (“Leiner”). This action was taken by the Company after receiving notice that, on March 16, 2007, Leiner had been served with a list of Inspection Observations on a Form 483 from the United States Food and Drug Administration (“U.S. FDA”) inspectors and, in response thereto, on March 20, 2007, suspended all of its packaging, production and distribution of OTC Products manufactured, packaged or tested at its facilities in the United States. Under the terminated agreements, Dr. Reddy’s had provided Leiner with supply of API to produce OTC products as well supply of finished dose tablets, and access to certain OTC products under development. Subsequently,on March 10, 2008 , Leiner filed for bankruptcy. The Company does not believe that this termination and Leiner’s filing for bankruptcy will have any material impact on its financial position, results of operations or cashflows in any given accounting period.
          In March 2007, the patent for Fosamax (Merck & Co.’s brand name for alendronate sodium, which the Company and several other companies sell in generics versions) in Germany was reinstated in favor of Merck & Co. betapharm has filed protective writs to prevent a preliminary injunction without hearing. As of June 30, 2007, no injunction had been granted to Merck & Co. Based on a legal evaluation, betapharm continues selling its generic version of the product and believes that European patent reinstatement does not affect its ability to continue such sales. The Company does not believe that the patent reinstatement will have any material impact on its financial position, results of operations or cash flows in any given accounting period.

23


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share data and where otherwise stated)
13. Commitments and Contingencies (continued)
          The Indian Council for Environmental Legal Action filed a writ in 1989 under Article 32 of the Constitution of India against the Union of India and others in the Supreme Court of India for the safety of people living in the Patancheru and Bollarum areas of Medak district of Andhra Pradesh. The Company has been named in the list of polluting industries.
          In 1996, the Andhra Pradesh District Judge proposed that the polluting industries compensate farmers in the Patancheru, Bollarum and Jeedimetla areas for discharging effluents which damaged the farmers’ agricultural land. The compensation was fixed at Rs.1.30 per acre for dry land and Rs.1.70 per acre for wet land over the following three years. Accordingly, the Company has paid a total compensation of Rs.2,013. The matter is still pending in the courts and the possibility of additional liability is remote. The Company would not be able to recover the compensation paid, even if the decision of the court is in its favor.
          Additionally, the Company and its affiliates are involved in other disputes, lawsuits, claims, governmental and/or regulatory inspections, inquiries, investigations and proceedings, including patent and commercial matters that arise from time to time in the ordinary course of business. However, the Company believes that there are no such pending matters pending that are expected to have material impact in relation to its financial position, results of operations or cash flows in any given accounting period.

24


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
14. Earning per share
          A reconciliation of the equity shares used in the computation of basic and diluted earnings per equity share is set out below:
                 
    Three months ended
    June 30,
    2006   2007
     
Basic earnings per equity share – weighted average number of equity shares outstanding
    153,397,582       167,927,309  
Effect of dilutive equivalent shares-stock options outstanding
    626,288       800,332  
     
Diluted earnings per equity share – weighted average number of equity shares outstanding
    154,023,870       168,727,641  
     

25


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
15. Segment reporting and related information
a) Segment information
          The Chief Operating Decision Maker (“CODM”) evaluates the Company’s performance and allocates resources based on an analysis of various performance indicators by product segments. The product segments and the respective performance indicators reviewed by the CODM are as follows:
    Formulations – Revenues by therapeutic product category; Gross profit;
 
    Active pharmaceutical ingredients and intermediates – Gross profit, revenues by geography and key products;
 
    Generics – Gross profit:
 
    Drug discovery – Revenues and expenses ; and
 
    Custom pharmaceutical services – Gross profit.
          The CODM of the Company does not review the total assets for each reportable segment. The property and equipment used in the Company’s business, depreciation and amortization expenses, are not fully identifiable with/ allocable to individual reportable segments, as certain assets are used interchangeably between segments. The other assets are not specifically allocable to the reportable segments. Consequently, management believes that it is not practicable to provide segment disclosures relating to total assets since allocation among the various reportable segments is not possible.
          Formulations
          Formulations, also referred to as finished dosages, consist of finished pharmaceutical products ready for consumption by the patient. Effective April 1, 2007, the Company’s critical care and biotechnology segment was merged into its formulations segment. Accordingly, disclosures relating to the previous period have been reclassified / regrouped to conform to current period presentation. An analysis of revenues by therapeutic category of the formulations segment is given below:
                 
    Three months  
    ended June 30,  
    2006     2007  
Gastrointestinal
  Rs. 768,978     Rs. 935,538  
Pain control
    563,715       682,162  
Cardiovascular
    504,004       587,918  
Anti-Infectives
    366,691       324,467  
Dermatology
    124,845       123,343  
Others
    963,162       885,906  
 
           
Revenues from external customers
  Rs. 3,291,395     Rs. 3,539,334  
Intersegment revenues1
    8,385        
Adjustments2
    235,054       511,861  
 
           
Total revenues
  Rs. 3,534,834     Rs. 4,051,195  
 
           
 
               
Cost of revenues
  Rs. 909,312     Rs. 1,311,267  
Intersegment cost of revenues3
    92,731       125,196  
Adjustments2
    62,678       (291,322 )
 
           
 
  Rs. 1,064,721     Rs. 1,145,141  
 
           
 
               
Gross profit
    2,297,737       2,102,871  
Adjustments2
    172,376       803,183  
 
           
 
  Rs. 2,470,113     Rs. 2,906,054  
 
           
 
(1)   Intersegment revenues is comprised of transfers to the active pharmaceutical ingredients and intermediates segment and is accounted for at cost of the transferring segment.
 
(2)   The adjustments represent reconciling items from local GAAP financial information to conform to the consolidated U.S. GAAP segment information. Such adjustments primarily relate to consolidation and other U.S. GAAP adjustments.
 
(3)   Intersegment cost of revenues is comprised of transfers from the active pharmaceutical ingredients and intermediates segment to formulations and is accounted for at cost of the transferring segment.

26


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
15. Segment reporting and related information (continued)
          Active pharmaceutical ingredients and intermediates
          Active pharmaceutical ingredients and intermediates, also known as active pharmaceutical products or bulk drugs, are the principal ingredients for formulations. Active pharmaceutical ingredients and intermediates become formulations when the dosage is fixed in a form ready for human consumption such as a tablet, capsule or liquid using additional inactive ingredients.
          An analysis of gross profit for this segment is given below:
                 
    Three months ended June 30,  
    2006     2007  
Revenues from external customers
  Rs. 2,097,290     Rs. 2,440,548  
Intersegment revenues1
    370,160       460,157  
Adjustments2
    (166,678 )     (283,642 )
 
           
Total revenues
  Rs. 2,300,772     Rs. 2,617,063  
 
           
 
               
Cost of revenues
  Rs. 1,549,738     Rs. 1,635,563  
Intersegment cost of revenues
    8,385        
Adjustments2
    129,340       (45,836 )
 
           
 
  Rs. 1,687,463     Rs. 1,589,727  
 
           
 
               
Gross profit
    909,327       1,265,142  
Adjustments2
    (296,018 )     (237,806 )
 
           
 
  Rs. 613,309     Rs. 1,027,336  
 
           
 
(1)   Intersegment revenues is comprised of transfers to formulations, generics and custom pharmaceutical services and is accounted for at cost of the transferring segment.
 
(2)   The adjustments represent reconciling items from local GAAP financial information to conform to the consolidated U.S. GAAP segment information. Such adjustments primarily relate to consolidation and other U.S. GAAP adjustments
 
(3)   Intersegment cost of revenues is comprised of transfers from the formulations segment to active pharmaceutical ingredients and intermediates segment and is accounted for at cost of the transferring segment.
          An analysis of revenue by geography is given below:
                 
    Three months ended June 30,  
    2006     2007  
North America
  Rs. 420,391     Rs. 498,198  
India
    660,797       565,344  
Europe
    439,143       536,424  
Others
    816,117       1,047,251  
 
           
 
    2,336,448       2,647,217  
Adjustments1
    (35,676 )     (30,154 )
 
           
 
  Rs. 2,300,772     Rs. 2,617,063  
 
           
 
(1)   The adjustments represent reconciling items from local GAAP financial information to conform to the consolidated U.S. GAAP segment information. Such adjustments primarily relate to consolidation and other U.S. GAAP adjustments.

27


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
15.   Segment reporting and related information (continued)
 
    An analysis of revenues by key products is given below:
                 
    Three months ended  
    June 30,  
    2006     2007  
Amlodipine besylate
  Rs. 17,383     Rs. 210,143  
Ramipril
    187,061       202,742  
Ciprofloxacin hydrochloride
    303,325       180,483  
Clopidogrel
    56,008       169,879  
Montelukast
    58,603       159,837  
Finasteride
    26,054       154,616  
Naproxen
    80,360       145,457  
Ibuprofen
    76,482       113,788  
Nizatidine
    36,834       105,037  
Ranitidine HCl Form 2
    118,154       99,226  
Sertraline hydrochloride
    225,079       82,032  
Losartan potassium
    52,460       80,968  
Atorvastatin
    28,152       71,791  
Terbinafine HCl
    105,190       64,553  
Ranitidine hydrochloride Form 1
    8,524       55,702  
Others
    921,103       720,809  
 
           
 
  Rs. 2,300,772     Rs. 2,617,063  
 
           
Generics
Generics are generic finished dosages with therapeutic equivalence to branded formulations.
An analysis of gross profit for the segment is given below:
                 
    Three months ended  
    June 30,  
    2006     2007  
Revenues
  Rs. 6,737,186     Rs. 4,211,365  
Less:
               
Cost of revenues
    3,904,777       1,871,619  
Intersegment cost of revenues1
    234,410       334,961  
 
           
 
    4,139,187       2,206,580  
 
           
Gross profit
  Rs. 2,597,999     Rs. 2,004,785  
 
           
 
(1)   Intersegment cost of revenues comprises transfers from the active pharmaceutical ingredients and intermediates segment to the generics segment and are accounted for at cost of the transferring segment.

28


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
15. Segment reporting and related information (continued)
     Drug discovery
     The Company is involved in drug discovery through its research facilities located in the United States and India. The Company commercializes drugs discovered with other products and also licenses these discoveries to other companies. An analysis of the revenues and expenses of the drug discovery segment is given below:
                 
    Three months ended  
    June 30,
    2006     2007  
Revenues
  Rs. 25,322     Rs. 18,090  
Less:
               
Cost of revenues
    25,322       17,455  
 
           
Gross profit
          635  
 
               
Research and development expenses
  Rs. 170,364     Rs. 216,293  
 
           

29


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
15. Segment reporting and related information (continued)
     Custom pharmaceutical services (“CPS”)
     Custom pharmaceutical services operations relate to the manufacture and sale of active pharmaceutical ingredients and steroids in accordance with the customer’s requirements..
                 
    Three months ended  
    June 30,  
    2006     2007  
Revenues
  Rs. 1,418,315     Rs. 1,017,255  
Less:
               
Cost of revenues
    956,116       800,256  
Intersegment cost of revenues1
    43,020        
 
           
 
  Rs. 999,136     Rs. 800,256  
 
           
Gross profit
  Rs. 419,179     Rs. 216,999  
 
           
 
(1)   Intersegment cost of revenues comprises transfers from the active pharmaceutical ingredients and intermediates segment to the custom pharmaceutical services and are accounted for at cost of the transferring segment.

30


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
15. Segment reporting and related information (continued)
     a) Reconciliation of segment information to entity total
                                 
    Three months ended     Three months ended  
    June 30, 2006     June 30, 2007  
    Revenues     Gross profit     Revenues     Gross profit  
Formulations
  Rs. 3,534,834     Rs. 2,470,113     Rs. 4,051,195     Rs. 2,906,054  
Active pharmaceutical ingredients and intermediates
    2,300,772       613,309       2,617,063       1,027,336  
Generics
    6,737,186       2,597,999       4,211,365       2,004,785  
Drug discovery
    25,322             18,090       635  
Custom pharmaceutical services
    1,418,315       419,179       1,017,255       216,999  
Others
    32,977       (11,651 )     68,090       (86,931 )
 
                       
 
  Rs. 14,049,406     Rs. 6,088,949     Rs. 11,983,058     Rs. 6,068,878  
 
                       
     b) Analysis of revenue by geography
          The Company’s business is organized into five key geographic segments. Revenues are attributable to individual geographic segments based on the location of the customer.
                 
    Three months ended  
    June 30,  
    2006     2007  
India
  Rs. 2,392,514     Rs. 2,575,331  
North America
    4,856,454       2,574,886  
Europe
    3,247,030       3,663,734  
Russia and other countries of the former Soviet Union
    1,464,007       1,666,641  
Others
    2,089,401       1,502,466  
 
           
 
  Rs. 14,049,406     Rs. 11,983,058  
 
           

31


Table of Contents

DR. REDDY’S LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
15. Segment reporting and related information (continued)
     c) Analysis of property, plant and equipment by geography
          Property, plant and equipment (net) attributed to individual geographic segments are given below:
                 
    As of March 31,     As of June 30,  
    2007     2007  
India
  Rs. 10,061,138     Rs. 10,695,979  
North America
    1,701,157       1,617,249  
Russia and other countries of the former Soviet Union
    26,618       25,583  
Europe
    629,330       615,138  
Others
    9,555       9,281  
 
           
 
  Rs. 12,427,798     Rs. 12,963,230  
 
           
     16. Subsequent events
     
          Write-down of intangible assets acquired in betapharm
          During the quarter ended December 31, 2007, triggered by certain adverse market conditions such as decreases in market prices and an increasing trend in a new type of rebates being negotiated with SIC fund companies, and further affected due to supply constraints resulting in stock out situations, the Company tested its carrying value of betapharm intangibles for impairment. As a result of this review, the Company recorded a write-down of intangible assets of Rs.2,361,008 and adjusted the carrying value of product related intangibles as of December 31, 2007. The above write down relates to the Company’s generics segment. The Company’s impairment evaluation did not require any impairment to be recognized for goodwill.
          Tax reforms in Germany
          During the quarter ended September 30, 2007 pursuant to the changes in German tax laws, the enacted tax rate decreased by almost 10%. This amounted to a reduction in the net deferred tax liability balance at Germany by Rs.1,408 million, which was credited back to the Company’s income statement during the second quarter.

32


Table of Contents

OPERATING AND FINANCIAL REVIEW
Three months ended June 30, 2007 compared to the three months ended June 30, 2006
     The following discussion and analysis should be read in conjunction with the condensed consolidated financial statements and the related notes and the Operating and Financial Review and Prospects included in our Annual Report on Form 20-F for the fiscal year ended March 31, 2007 on file with the SEC (our “Form 20-F”) and the unaudited interim condensed consolidated financial statements contained in this Report on Form 6-K and the related notes
     This discussion contains forward-looking statements that involve risks and uncertainties. When used in this discussion, the words “anticipate”, “believe”, “estimate”, “intend”, “will” and “expect” and other similar expressions as they relate to us or our business are intended to identify such forward-looking statements. We undertake no obligation to publicly update or revise the forward-looking statements, whether as a result of new information, future events, or otherwise. Actual results, performances or achievements could differ materially from those expressed or implied in such forward-looking statements. Factors that could cause or contribute to such differences include those described under the heading “Risk Factors” in our Form 20-F. Readers are cautioned not to place reliance on these forward-looking statements that speak only as of their dates.
     The following table sets forth, for the periods indicated, our consolidated revenues and gross profits by segment:
                                                        (Rs. in millions)  
    Three months ended June 30, 2006     Three months ended June 30, 2007  
    Revenues     Revenues
% to total
    Gross profit     Gross profit
% to sales
    Revenues     Revenues
% to total
    Gross profit     Gross profit
% to sales
 
Formulations
  Rs. 3,534.8       25.2 %   Rs. 2,470.1       69.9 %   Rs. 4,051.2       33.8 %   Rs. 2,906.1       71.7 %
Active pharmaceutical ingredients and intermediates
    2,300.8       16.4 %     613.3       26.7 %     2,617.1       21.8 %     1027.3       39.3 %
Generics
    6,737.2       48.0 %     2,598.0       38.6 %     4,211.4       35.1 %     2,004.8       47.6 %
Drug discovery
    25.3       0.2 %                 18.1       0.2 %     0.6       3.3 %
Custom pharmaceutical services
    1,418.3       10.0 %     419.2       29.6 %     1,017.3       8.5 %     217.0       21.3 %
Others
    33.0       0.2 %     (11.7 )     (35.5 %)     68.0       0.6 %     (86.9 )     (127.8 %)
 
                     
Total
  Rs. 14,049.4       100.0 %   Rs. 6088.9       43.3 %   Rs. 11,983.1       100.0 %   Rs. 6,068.9       50.6 %
 
                     

33


Table of Contents

     The following table sets forth, for the periods indicated, financial data as percentages of total revenues and the increase (or decrease) by item as a percentage of the amount over the comparable period in the previous year.
                         
    Percentage of Sales     Percentage  
    Three months ended June 30,     Increase/ (Decrease)  
    2006     2007     2006 to 2007  
Revenues
    100.0       100.0       (14.7 )
Gross profit
    43.3       50.6       (0.3 )
 
                       
Selling, general and administrative expenses
    23.8       26.1       (6.4 )
Research and development expenses
    3.8       6.7       51.3  
Amortization expenses
    2.8       2.9       (9.6 )
Foreign exchange (gain)/loss
    0.5       (2.4 )     NC  
 
                       
Operating income
    12.9       17.2       13.6  
Other (expense)/income, net
    (1.4 )     (0.5 )     NC  
Income before income taxes
    11.4       16.7       24.8  
Income tax benefit/(expenses)
    (1.5 )     (1.5 )     (12.6 )
Net income
    9.9       15.2       30.6  
Revenues
  Our overall revenues decreased by 14.7% to Rs.11,983.1 million in the three months ended June 30, 2007, as compared to Rs.14,049.4 million in the three months ended June 30, 2006.
  Revenues from our formulations segment increased by 14.6% compared to the three months ended June 30, 2006. This increase was primarily driven by an increase in revenues from India, Russia and former CIS countries.
  Revenues from our active pharmaceutical ingredients and intermediates (API) segment increased by 13.7% compared to the three months ended June 30, 2006. This increase was driven by a growth in revenues from our RoW, North America and Europe regions, partially offset by a decrease in revenues from our India region.
 
  Revenues of our generics segment decreased by 37.5% compared to the three months ended June 30, 2006. The decline was primarily the result of a decline in revenues from sales of authorized generics products that we launched in the three months ended June 30, 2006.
 
  Revenues in our CPS segment decreased by 28.3% compared to the three months ended June 30, 2006. This decrease was primarily on account of a decrease in sales of our key products naproxen and naproxen sodium.
  The appreciation of the Indian rupee against the United States dollar by approximately 9% (the average of daily rates for the three months ended June 30, 2007 over the average of daily rates for the three months ended June 30, 2006) resulted in a negative impact on sales because of the decline in rupee realization on sales made in United States dollars.
Segment Analysis

34


Table of Contents

     Formulations. In the three months ended June 30, 2007, this segment contributed 33.8% of our total revenues, as compared to 25.2% in the three months ended June 30, 2006. Revenues in this segment increased by 14.6% to Rs.4,051.2 million in the three months ended June 30, 2007, as compared to Rs.3,534.8 million in the three months ended June 30, 2006.
     Revenues from sales of formulation in India constituted 49.9% of our total formulations revenues in the three months ended June 30, 2007 compared to 48.4% in the three months ended June 30, 2006. Revenues from India increased by 16.1% to Rs.2,022.1 million in the three months ended June 30, 2007 from Rs.1,742.0 million in the three months ended June 30, 2006. The increase in revenues was on account of an increase in revenues from sales of key brands such as Nise, our brand of nimesulide, Razo, our brand of rabeprazole, Stamlo, our brand of amlodipine and Omez, our brand of omeprazole. New products launched in India contributed Rs.42.9 million of revenues in the three months ended June 30, 2007.
     Revenues from sales of formulations outside India increased by 13.7% to Rs.2,029.1 million in the three months ended June 30, 2007 from Rs.1,784.6 million in the three months ended June 30, 2006. Revenues from sales of formulations in Russia increased by 11.3% to Rs.1,243.2 million in the three months ended June 30, 2007 from Rs.1,117.3 million in the three months ended June 30, 2006. This increase was on account of higher revenues from sales of our key brands such as Nise, our brand of nimesulide, Ketorol, our brand of ketorolac and Ciprolet, our brand of ciprofloxacin. Revenues from other former Soviet Union countries increased by 25.0% to Rs.423.5 million in the three months ended June 30, 2007 as compared to Rs.338.9 million in the three months ended June 30, 2006, primarily driven by an increase in revenues from sales of formulations in Ukraine, Belarus, Uzbekistan and Kazakhstan.
     Active Pharmaceutical Ingredients and Intermediates. In the three months ended June 30, 2007, this segment contributed 21.8% of our total revenues compared to 16.4% in the three months ended June 30, 2006. Revenues in this segment increased by 13.7% to Rs.2,617.1 million in the three months ended June 30, 2007, as compared to Rs.2,300.8 million in the three months ended June 30, 2006.
     During the three months ended June 30, 2007, revenues from sales of API in India accounted for 20.5% of our revenues from this segment compared to 27.1% in the three months ended June 30, 2006. Revenues from sales of API in India decreased by 14.4% to Rs.535.2 million in the three months ended June 30, 2007, as compared to Rs.625.2 million in the three months ended June 30, 2006. This decrease was primarily due to a decrease in sales of terbinafine and ciprofloxacin, which decrease was partially offset by an increase in sales of ramipril.
     Revenues from sales of API outside India increased by 24.2% to Rs.2,081.9 million in the three months ended June 30, 2007 from Rs.1,675.6 million in the three months ended June 30, 2006. Revenues from North America increased by 18.5% to Rs.498.2 million in the three months ended June 30, 2007 from Rs.420.4 million in the three months ended June 30, 2006. The increase was primarily on account of sales of finasteride, atorvastatin and sertraline hydrochloride, which had no corresponding sales in the three months ended June 30, 2006, as well as an increase in sales of naproxen and ranitidine. Revenues from Europe increased by 22% to Rs.536.4 million in the three months ended June 30, 2007 from Rs.439.2 million in the three months ended June 30, 2006. The increase in revenues was mainly on account of sales of escitalopram and losartan, which had no corresponding sales in the three months ended June 30, 2006, as well as higher revenues from sales of montelukast, gemcitabine and topiramate, partially offset by a decrease in revenues from sales of sumatriptan. Revenues from other markets increased by 28.3% to Rs.1,047.3 million in the three months ended June 30, 2007 from Rs.816.1 million in the three months ended June 30, 2006, primarily due to an increase in sales volumes as well as average realization in Israel, Turkey and South Korea.
     Generics. In the three months ended June 30, 2007, this segment contributed 35.1% of our total revenues compared to 48.0% in the three months ended June 30, 2006. Revenues decreased by 37.5% to Rs.4,211.4 million in the three months ended June 30, 2007 from Rs.6,737.2 million in the three months ended June 30, 2006. Excluding the revenues from sales of authorized generics, revenues grew by 8.3% to Rs.3,665.2 million. Revenues from sales of generic products in North America decreased by 59.1% to Rs.1,758.3 million in the three months ended June 30, 2007 from Rs.4,304.1 million in the three months ended June 30, 2006. Excluding the revenues from sales of authorized generics, the revenues increased by 27.5% to Rs.1,212.2 million. This increase was primarily due to revenues from sale of simvastatin, our generic versions of Merck’s Zocor® launched in December 2006, of Rs.151.5 million and revenues from sales of ondansetron, which is a generic version of GlaxoSmithKline’s Zofran®, which we launched in the end of December 2006 with 180 day marketing exclusivity, of Rs.66.2 million.
     Revenues from sales of generic products in Europe increased by 0.4% to Rs.2,442.5 million in the three months ended June 30, 2007, as compared to Rs.2,432.9 million in the three months ended June 30, 2006. The increase was primarily driven by growth of revenues in betapharm by 5% primarily on account of an increase in revenues from sales of Oxycodon HCL beta, our brand of oxycodone, Omebeta, our brand of omeprazole, Ramipril beta Comp, our brand of ramipril + HCT, which increase was partially offset by a decrease in revenues from Ramipril beta, our brand of ramipril, and Diclofen beta, our brand of diclofenac. New products launched in the three months ended June 30, 2007 contributed Rs.307.8 million. Revenues from sales of products in the United

35


Table of Contents

Kingdom decreased by 25% to Rs.327.0 million from Rs.435.3 million primarily on account of a decrease in sales of our key generic products, amlopidine and omeprazole, primarily on account of a decline in average price realizations.
     Custom Pharmaceutical Services (“CPS”). Revenues from our CPS segment decreased by 28.3% to Rs.1,017.3 million in the three months ended June 30, 2007 from Rs.1,418.3 million in the three months ended June 30, 2006. This decrease was primarily on account of a decrease in sales of our key products naproxen and naproxen sodium.
Gross Margin
     Total gross margin as a percentage of total revenues was 50.7% in the three months ended June 30, 2007 compared to 43.3% in the three months ended June 30, 2006. Total gross margin decreased to Rs.6,068.9 million in the three months ended June 30, 2007 from Rs.6,088.9 million in the three months ended June 30, 2006.
     Formulations. Gross margin of this segment was 71.7% of segment’s revenues in the three months ended June 30, 2007 compared to 69.9% of this segment’s revenues in the three months ended June 30, 2006. The increase in gross margin as a percentage of revenues was mainly due to a decrease in excise duty expense as a percentage of revenues on account of benefit realized from the full operation of a new plant situated at Baddi, India, which is a tax free zone.
     Active Pharmaceutical Ingredients and Intermediates. Gross margin of this segment increased to 39.3% of this segment’s revenues in the three months ended June 30, 2007, as compared to 26.7% of this segment’s revenues in the three months ended June 30, 2006. The increase was primarily due to an increase in the proportion of sales outside India, which generally have higher prices and higher margins as compared to sales within India
     Generics. Gross margin of this segment was 47.6% of this segment’s revenues in the three months ended June 30, 2007, compared to 38.6% of this segment’s revenues in the three months ended June 30, 2006. The increase in gross margin as a percentage of revenues was due to a decrease in revenues from sales of authorized generics, which contributed 13% of this segment’s revenues in the three months ended June 30, 2007, compared to 50% of this segment’s revenues in the three months ended June 30, 2006. Authorized generics earned gross margin significantly below the average gross margin of this segment. Increase in gross margin percentage was also on account of high margin ondansetron sales.
     Custom Pharmaceutical Services (CPS). Gross margin of this segment decreased to 21.3% of this segment’s revenues in the three months ended June 30, 2007, compared to 29.6% in the three months ended June 30, 2006. This decrease was on account of a decrease in sales of our high margin products naproxen and naproxen sodium.
Selling, general and administrative expenses
     Selling, general and administrative expenses as a percentage of total revenues were 26.1% in the three months ended June 30, 2007 as compared to 23.8% in the three months ended June 30, 2006. Selling, general and administrative expenses decreased by 6.4% to Rs.3,131.1 million in the three months ended June 30, 2007 from Rs.3,346.1 million in the three months ended June 30, 2006. This decrease was largely due to a decrease in selling expenses in betapharm due to lower advertisements and sample cost, a decrease in legal and professional expenses due to efforts to reduce legal costs in the United States as well as a reduction in rent expenses at betapharm. These decreases were partially offset by an increase in expenses in our formulations segments due to increased marketing activity and product launch expenses and an increase in shipping cost due to increased sales volumes.
Research and development expenses
     Research and development costs increased by 51.3% to Rs.806.3 million in the three months ended June 30, 2007 from Rs.532.9 million in the three months ended June 30, 2006. As a percentage of revenues, research and development expenditure accounted for 6.7% of total revenue in three months ended June 30, 2007 as compared to 3.8% in the three months ended June 30, 2006. Under the terms of our research and development partnership with I-VEN Pharma Capital Limited (“I-VEN”), we received Rs.984.6 million in March 2005 to be applied to research and development costs in our generics segment, of which Rs.157.5 million was recognized as a reduction in research and development expenses in the three months ended June 30, 2006. Furthermore, we received Rs.30.7 million in three months ended June 30, 2007 compared to Rs.86.3 million in the three months ended June 30, 2006 from Perlecan Pharma Private Limited (“Perlecan”) as reimbursement of expenses incurred by us in our drug discovery segment for the development of New Chemical Entities (“NCEs”) assigned to Perlecan under the terms of our research and development arrangement entered into during fiscal 2006. Excluding the impact of the above arrangements with I-VEN and Perlecan, research and

36


Table of Contents

development expenses have increased by 7.8%. The increase in research and development expenses is primarily on account of an increase in product development studies in our formulation and generics segments.
Amortization expenses
     Amortization expenses decreased by 9.6% to Rs.350.7 million in the three months ended June 30, 2007 from Rs.387.8 million in the three months ended June 30, 2006.. This decline was on account of a decrease in the value of intangibles for Generics due to a write down of certain intangible assets in March 2007 which effectively reduced future amortization.
Foreign exchange gain/loss
     Foreign exchange gain was Rs.285.0 million in the three months ended June 30, 2007, compared to a loss of Rs.74.5 million in the three months ended June 30, 2006. During the three months ended June 30, 2007, the rupee, compared to its opening value, appreciated by Rs.2.765 per United States dollar. Our gain was primarily on account of mark to market gain as well as realized gains on derivative contracts taken to hedge receivables and deposits, and translation gains of loans.
Other operating income/expense, net
     Other operating income was Rs.0.8 million in the three months ended June 30, 2007, compared to income of Rs.69.5 million in the three months ended June 30, 2006. The income in the three months ended June 30, 2006 was on account of receipt of a final payment of Rs.65 million towards sale of of our manufacturing plant located in Goa. The plant was sold in the year ended March 31, 2006.
Operating income
     As a result of the foregoing, our operating income increased to Rs.2,065.0 million in the three months ended June 30, 2007, as compared to Rs.1,817.2 million in the three months ended June 30, 2006.
Other expense/income, net
     In the three months ended June 30, 2007, our other expense, net of other income, was Rs.57.5 million, as compared to other expense, net of other income, of Rs.196.7 million in the three months ended June 30, 2006. This decrease was on account of an increase in interest income, which was due to an increase in our investments in fixed deposits.
Income before income taxes and minority interest
     As a result of the foregoing, income before income taxes and minority interest increased to Rs.2,003.5 million in the three months ended June 30, 2007, compared to Rs.1,605.2 million in the three months ended June 30, 2006.
Income tax benefit/expense
     We had income tax expense of Rs.181.5 million in the three months ended June 30, 2007, compared to income tax expense of Rs.207.5 million in the three months ended June 30, 2006. This was on account of a higher proportion of income from lower tax rate regions.
Net income
     As a result of the above, our net income increased to Rs.1,825.1 million in the three months ended June 30, 2007, compared to Rs.1,397.6 million in the three months ended June 30, 2006.
Critical Accounting Policies
     Critical accounting policies are those most important to the portrayal of our financial condition and results and require the most exercise of our judgment. We consider the policies discussed under the following paragraphs to be critical for an understanding of our financial statements.

37


Table of Contents

Accounting estimates
     While preparing financial statements, we make estimates and assumptions that affect the reported amount of assets, liabilities, disclosure of contingent liabilities at the balance sheet date and the reported amount of revenues and expenses for the reporting period. Financial reporting results rely on our estimate of the effect of certain matters that are inherently uncertain. Future events rarely develop exactly as forecasted and even the best estimates require adjustments, as actual results may differ from these estimates under different assumptions or conditions. We continually evaluate these estimates and assumptions based on the most recent available information. Specifically, we make estimates of:
    the useful life of property, plant and equipment and intangible assets;
 
    impairment of long-lived assets, including identifiable intangibles and goodwill;
 
    our future obligations under employee retirement and benefit plans;
 
    allowances for doubtful accounts receivable;
 
    inventory write-downs;
 
    allowances for sales returns; and
 
    valuation allowance against deferred tax assets.
     We depreciate the value of property, plants and equipment, over their useful lives using the straight-line method. Estimates of useful life are subject to change in economic environments and different assumptions. Assets under capital leases are amortized over their estimated useful life or lease terms, as appropriate. We review long-lived assets, including identifiable intangibles and goodwill, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. We measure recoverability of assets to be held and used by comparing the carrying amount of an asset to future net undiscounted cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Considerable management judgment is necessary to estimate discounted future cash flows. Accordingly, actual outcomes could vary significantly from such estimates. Factors, such as changes in the planned use of buildings, machinery or equipment or lower than anticipated sales for products with capitalized rights, could result in shortened useful lives or impairment.
     In accordance with applicable Indian laws, we provide a defined benefit retirement plan (“Gratuity Plan”) covering certain categories of employees. The Gratuity Plan provides a lump sum payment to vested employees at retirement or termination of employment, in an amount based on the respective employee’s last drawn salary and the years of employment with us. Liabilities with regard to the Gratuity Plan are determined by an actuarial valuation, based upon which we make contributions to the Gratuity Fund. In calculating the expense and liability related to the plan, assumptions are made about the discount rate, expected rate of return on plan assets, withdrawal and mortality rates and rate of future compensation increases, as determined by us, within certain guidelines. The assumptions used may differ materially from actual results, resulting in a probable significant impact to the amount of expense recorded by us.
     We make allowance for doubtful accounts receivable, including receivables sold with recourse, based on the present and prospective financial condition of the customer and ageing of the accounts receivable after considering historical experience and the current economic environment. Actual losses due to doubtful accounts may differ from the allowances made. However, we believe that such losses will not materially affect our consolidated results of operations.
     We provide for inventory obsolescence, expired inventory and inventories with carrying values in excess of realizable values based on our assessment of future demands, market conditions and our specific inventory management initiatives. If the market conditions and actual demand are less favorable than our estimates, additional inventory write-downs may be required. In all cases, inventory is carried at the lower of historical costs or realizable value.
Revenue recognition
Product sales
     Revenue is recognized when significant risks and rewards with respect to ownership of products are transferred to the customer, generally stockists or formulations manufacturers, and when the following criteria are met:
    Persuasive evidence of an arrangement exists;
 
    The price to the buyer is fixed and determinable; and
 
    Collectibility of the sales price is reasonably assured.
     Revenue from domestic sales of formulation products is recognized on dispatch of the product to the stockist by our consignment and clearing and forwarding agent. Revenue from domestic sales of active pharmaceutical ingredients and intermediates

38


Table of Contents

is recognized upon dispatch of the products to customers from our factories. Revenue from export sales is recognized when significant risks and rewards are transferred to the customer, generally upon shipment of the products.
     Revenue from product sales include excise duties and is shown net of sales tax and applicable discounts and allowances.
     Sales of formulations in India are made through clearing and forwarding agents to stockists. Significant risks and rewards in respect of ownership of formulation products are transferred by us when the goods are shipped to stockists from clearing and forwarding agents. Clearing and forwarding agents are generally compensated on a commission basis, as a percentage of sales made by them.
     Sales of active pharmaceutical ingredients and intermediates in India are made directly to the end customers, generally formulation manufacturers, from the factories. Sales of formulations and active pharmaceutical ingredients and intermediates outside India are made directly to the end customers, generally stockists or formulations manufacturers, from us or our consolidated subsidiaries.
     We have entered into marketing arrangements with certain marketing partners for the sale of goods. Under such arrangements, we sell generic products to our marketing partners at a price agreed in the arrangement. Revenue is recognized on these transactions upon delivery of products to our marketing partners, as all the conditions under Staff Accounting Bulletin No.104 (“SAB 104”) are then met. Subsequently, the marketing partners remit an additional amount upon further sales made by them to the end customer. Such amount is determined as per the terms of the arrangement and is recognized by us when the realization is certain under the guidance given in SAB 104.
     We have entered into certain dossier sales, licensing and supply arrangements that include certain performance obligations. Based on an evaluation of whether or not these obligations are inconsequential or perfunctory, we defer the upfront payments received towards these arrangements. Such deferred amounts are recognized in the income statement in the period in which we complete our remaining performance obligations.
     Sales of generic products are recognized as revenue when the products are shipped and title and risk of loss passes on to the customeRs. A chargeback claim is a claim made by the wholesaler for the difference between the price at which the product is sold to customers and the price at which it is procured from us. Provision for such chargebacks are accrued and are estimated based on the historical average chargeback rate actually claimed over a period of time, current contract prices with wholesalers and other customers and the wholesaler’s average inventory holding. Such provisions are disclosed as a reduction of accounts receivable.
     We account for sales returns in accordance with SFAS 48 by establishing an accrual in an amount equal to our estimate of sales recorded for which the related products are expected to be returned.
     We deal in various products and operate in various markets and our estimate is determined primarily by our experience in these markets for the products. For returns of established products, we determine an estimate of the sales returns accrual primarily based on our historical experience regarding sales returns. Additionally, other factors that we consider in our estimate of sales returns include levels of inventory in the distribution channel, estimated shelf life, product discontinuances, price changes of competitive products, introductions of generic products and introduction of competitive new products to the extent each of them has an impact on our business and markets. We consider all of these factors and adjust the accrual to reflect actual experience.
     In respect of certain markets, we consider the level of inventory in the distribution channel and determine whether an adjustment to our sales return accrual is appropriate. For example, if the level of inventory in the distribution channel increases, we analyze the reasons for the increase, and if the reasons indicate that sales returns will be larger than expected, we adjust the sales returns accrual. Further, the products and markets in which we operate have a rapid distribution cycle, and therefore, products are sold to the ultimate customer within a very short period of time. As a result, the impact of changes in levels of inventory in the distribution channel historically has not caused any material changes in our return estimates. Further , we have not had any significant product recalls/discontinuances within our product portfolio, which could potentially require us to make material changes to our estimates.
     With respect to new products that we introduce, they are either extensions of an existing line of products or in a general therapeutic category where we have historical experience. Our new product launches have historically been in therapeutic categories where established products exist and are sold either by us or our competitoRs. We have not yet introduced products in any new therapeutic category where the acceptance of such products is not known. The amount of sales returns for our newly launched products are not significantly different from current products marketed by us, nor are they significantly different from the sales returns of our competitors as we understand them to be based on industry publications and discussions with our customeRs. Accordingly, we do not expect sales returns for new products to be significantly different than expected sales returns of current products. We evaluate the sales returns of all of the products at the end of each reporting period and necessary adjustments, if any, are made. However, to date, no significant revision has been determined to be necessary.

39


Table of Contents

License fees
     Non-refundable milestone payments are recognized in the statement of income when earned, in accordance with the terms prescribed in the license agreement, and where we have no future obligations or continuing involvement pursuant to such milestone payment. Non-refundable up-front license fees are deferred and recognized when the milestones are earned, in proportion that the amount of each milestone earned bears to the total milestone amounts agreed in the license agreement.. As the upfront license fees are a composite amount and cannot be attributed to a specific molecule, they are amortized over the development period. The milestone payments during the development period increase as the risk involved decreases. The agreed milestone payments reflect the progress of the development of the molecule and may not be spread evenly over the development period. Furthermore, the milestone payments are a fair representation of the extent of progress made in the development of these molecules. Hence, the upfront license fees are amortized over the development period in proportion to the milestone payments received. In the event that the development is discontinued, the corresponding amount of deferred revenue is recognized in the income statement in the period in which the project is effectively terminated.
Service income
     Income from services, which primarily relates to contract research, is recognized as the related services are performed in accordance with the terms of the contract, as all the conditions under SAB 104 are met. Arrangements with customers for contract research and other related services are either on a fixed price, fixed timeframe or a time and material basis.
Stock Based Compensation
     We use the Black-Scholes option pricing model to determine the fair value of each option grant. The Black-Scholes model includes assumptions regarding dividend yields, expected volatility, expected lives and risk free interest rates. These assumptions reflect our best estimates, but these assumptions involve inherent market uncertainties based on market conditions generally outside of our control. As a result, if other assumptions had been used in the current period, stock-based compensation expense could have been materially impacted. Furthermore, if we use different assumptions in future periods, stock-based compensation expense could be materially impacted in future years.
     The fair value of each option is estimated on the date of grant using the Black-Scholes model with the following assumptions:
                 
    Three months ended June 30,
    2006   2007
Dividend yield
    0.5 %     0.75 %
Expected life
  12-78 months   12-78 months
Risk free interest rates
    4.5 - 7.5 %     7.8 - 8.2 %
Volatility
    23.4 - 50.7 %     28.4 - 32.7 %
     Prior to April 1, 2006, we accounted for our stock-based compensation plans under SFAS 123. On April 1, 2006, we adopted SFAS No. 
123(R) (revised 2004), “Share Based Payment” (“SFAS No. 123(R)”) under the modified-prospective application. Under the modified-prospective application, SFAS No. 123(R) applies to new awards and to awards modified, repurchased, or cancelled after adoption. Under SFAS No. 123, we had a policy of recognizing the effect of forfeitures only as they occurred. Accordingly, as required by SFAS No. 123(R), on April 1, 2006, we estimated the number of outstanding instruments which are not expected to vest and recognized an income of Rs.14,806 representing the reversal of compensation cost for such instruments previously recognized in the income statement. For the three months ended June 30, 2006 and 2007, an amount of Rs.31,034 and Rs.44,074, respectively, has been recorded as total employee stock-based compensation expense.
Functional Currency
     Our foreign subsidiaries have different functional currencies, determined based on the currency of the primary economic environment in which they operate. For subsidiaries that operate in a highly inflationary economy, the functional currency is determined as the Indian rupee. Due to various subsidiaries operating in different geographic locations, a significant level of judgment is involved in evaluating the functional currency for each subsidiary. With respect to our foreign subsidiaries which market our products in their respective countries/regions, the functional currency has been determined as the Indian rupee, based on an individual and collective evaluation of the various economic factors listed below.
     The operations of these foreign subsidiaries are largely restricted to importing finished goods from us in India, sale of these products in the foreign country and remitting the sale proceeds to us. The cash flows realized from the sale of goods are readily

40


Table of Contents

available for remittance to us and cash is remitted to us on a regular basis. The costs incurred by these subsidiaries are primarily the cost of goods imported from us. The financing of these subsidiaries is done directly or indirectly by us.
     With respect to other subsidiaries, the functional currency is determined as the local currency, meaning the currency of the primary economic environment in which the subsidiary operates.
Income Taxes
     As part of the process of preparing our financial statements, we are required to estimate our income taxes in each of the jurisdictions in which we operate. We are subject to tax assessments in each of these jurisdictions. A tax assessment can involve complex issues, which can only be resolved over extended time periods. Additionally, the provision for income tax is calculated based on our assumptions as to our entitlement to various benefits under the applicable tax laws in the jurisdictions in which we operate. The entitlement to such benefits depends upon our compliance with the terms and conditions set out in these laws. Although we have considered all these issues in estimating our income taxes, there could be an unfavorable resolution of such issues that may affect our results of operations.
     We also assess the temporary differences resulting from differential treatment of certain items for tax and accounting purposes. These differences result in deferred tax assets and liabilities, which are recognized in our consolidated financial statements. Deferred taxes are accounted for using the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statement of operations in the period that includes the enactment date. In assessing the realizability of deferred tax assets, we consider whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. We consider the scheduled reversal of the projected future taxable income and tax planning strategy in making this assessment. If we estimate that the deferred tax assets cannot be realized at the recorded value, a valuation allowance is created with a charge to the statement of income in the period in which such assessment is made.
Litigation
     We are involved in various patent challenges, product liability, commercial litigation and claims, investigations and other legal proceedings that arise from time to time in the ordinary course of our business. In consultation with our counsel, we assess the need to accrue a liability for such contingencies and record a reserve when we determine that a loss related to a matter is both probable and reasonably estimable. Because litigation and other contingencies are inherently unpredictable, our assessment can involve judgments about future events.
Liquidity and Capital Resources
     We have primarily financed our operations through cash flows generated from operations and short-term borrowings for working capital. Our principal liquidity and capital needs are for making investments, the purchase of property, plant and equipment, regular business operations and drug discovery.
     As part of our growth strategy, we continue to review opportunities to acquire companies, complementary technologies or product rights. To the extent that any such acquisitions involve cash payments, rather than the issuance of shares, we may need to borrow from banks or raise additional funds from the debt or equity markets.
     The following table summarizes our statements of cash flows for the periods presented:
                         
    Three months ended June 30,  
    2006     2007     2007  
    (Rs. in millions, U.S.$ in thousands)  
Net cash provided by/(used in):
                       
Operating activities
  Rs. (757.1 )   Rs. 2,175     U.S.$  53,600  
Investing activities
    482.8       (422 )     (10,405 )
Financing activities
    289.9       (8,420.6 )     (207,508 )
Effect of exchange rate changes on cash
    (291.0 )     (221.4 )     (5,457 )
 
                 
 
                       
Net increase/(decrease) in cash and cash equivalents
  Rs. (275.4 )   Rs. (6,889 )   U.S.$  (169,770 )
 
                 

41


Table of Contents

Cash Flow From Operating Activities
     Operating activities provided net cash of Rs.2,175 million for the three months ended June 30, 2007 as compared to Rs.757.1 million used in operating activities for the three months ended June 30, 2006. The significant increase in net cash was primarily attributable to the increase in net income as well as improved collections from customers.
     Net cash provided by operating activities for the three months ended June 30, 2007 consisted primarily of net income of Rs.1,825 million, adjustment for non-cash items of Rs.637.9 million and an increase in working capital of Rs.287.9 million.
     The increase in working capital was caused by an increase in inventories of Rs.1,097 million and other assets of Rs.1,767 million, partly offset by an increase in trade payables of by Rs.1,015 million and other liabilities of Rs.1,997 million.
Cash Flow From Investing Activities
     Net cash used in investing activities was Rs.422 million for the three months ended June 30, 2007. This was primarily on account of additional expenditure on property, plant and equipment of Rs.975 million and acquisition of intangible assets of Rs.48 million, which was partially off-set by the release of restricted cash of Rs.585 million as a result of repayment of the long term debt.
Cash Flows From Financing Activities
     Net cash used in financing activities for the three months ended June 30, 2007 was Rs.8,420.6 million, as compared to net cash provided by financing activities of Rs.289.9 million for the three months ended June 30, 2006. The increase was primarily on account of repayment of long term debt and bank borrowings of Rs.6,248 million and Rs.2,177 million, respectively
     The following table provides a list of our principal debts outstanding as of June 30, 2007:
                         
    Principal Amount     Interest Rate  
    (Rs. in millions, U.S.$ in thousands )          
Debt
                       
Short-term borrowings from banks
  Rs. 1,007.57     U.S.$  24,829     LIBOR + 50 - 65bps for FC
denominated loans and
Long term loan
    14,282.11       351,949       EURIBOR + 70 Bps  
 
                   
Total
  Rs. 15,289.68     U.S.$  376,778          
 
                   
Trend information
     Formulations. According to the Operations Research Group International Medical Statistics (“ORG IMS”) in its November 2007 Moving Annual Total (“MAT”) report, our sales of formulations in India had a growth rate of 13%, as compared to the industry growth rate of 12.3% in India. We launched 25 new products (including line extensions) in India during the fiscal year ended March 31, 2008. We expect to grow at a rate higher than the pharmaceutical industry growth rate in India.
     The Drugs Consultative Committee in India have identified a list of combination drugs being marketed in India for withdrawal of license. Subsequent to this, a committee, chaired by the Drugs Controller General of India and comprised of the Director General, ICMR and medical experts from hospitals and industry, are reviewing the matter to propose guidelines for approval of combination drugs in India.
     The competitive environment in the developing markets outside of India is changing, with most countries having moved or moving towards recognizing product patents. This implies that the new product launches in the future will depend either on the innovator patent expiries or developing non-infringing processes and/or invalidating the patents. Further, the governments in several countries are in the process of implementing various healthcare reforms to promote the consumption of generic drugs in order to contain their healthcare costs. This will present growth opportunities in several of these markets though we could witness reductions in the reimbursement prices. However, an increasing number of patent expirations over the next few years and changing demographic conditions also present additional growth opportunities. As part of our global business development program, we will continue to explore in-licensing and other opportunities to strengthen our product pipeline.
     Among our international markets, Russia is our single largest market. As per Pharmexpert estimates, the pharmaceutical market in Russia is expected to grow by 5% year-on-year. Pursuant to the Dopolnitelnoye lekarstvennoye obespechenoye (“DLO”) program, the Russian government purchases drugs for free distribution to low income individuals. There is growing interest for consolidation in the manufacturing segment. Recent transactions in the manufacturing segment include the acquisition of Akrikhin (Polpharma) by Gideon Richter and the acquisition of Makiz Pharma by Stada-Nizhpharm. There is also growing interest for consolidation in the distribution segment. In 2008, we expect several new state social programs and measures to be introduced. Such

42


Table of Contents

measures could include allocation of higher financing to healthcare, extension of the reimbursement list and new government programs to support domestic produceRs. Recently, the government created the Department of Domestic Pharmaceuticals Industry within the Ministry of Industry and Energy (MIE) to implement such programs and measures. Our new product launches in fiscal 2007 and fiscal 2008, which were through a combination of owned as well as in-licensed products, are contributing to our overall growth in Russia, which as per Pharmexpert December 2007 MAT was at 18% for DRL in comparison to Russia market growth of 17%. Our entry into the hospitals and over-the-counter segments also added to our overall growth in Russia. We have consistently maintained the 15th rank in the Russian market for the entire year and expect our growth momentum to continue in Russia as a result of the above initiatives. We are also focusing on driving growth in other countries in the former Soviet Union, Venezuela, Brazil, South Africa and China.
     We expect that we will continue to market our existing oncology and biotech products and develop additional products in this category. The success of our existing products is contingent upon the extent of competition in this category. In April 2007, we launched our second biotechnology product, RedituxTM, Dr. Reddy’s brand of rituximab, a monoclonal antibody used in the treatment of Non-Hodgkin’s Lymphoma. We expect to continue with our investments in building the infrastructure and capabilities for the development and launch of additional biogenerics in the less regulated markets in the next few yeaRs. Longer-term, we intend to target launches in the regulated markets as and when the regulatory pathway becomes clear in these markets.
     Active Pharmaceutical Ingredients and Intermediates. In this segment, we are focused on increasing our level of customer engagement in key markets globally to market additional products from our product portfolio to key customeRs. We are also focused on identifying unique product opportunities in key markets and protecting them through patenting strategies. As of December 31, 2007, we had a pipeline of 110 drug master files (“DMFs”) in the United States. With patent expirations in several markets in the next few years, we intend to promote growth in fiscal 2008 and beyond by leveraging our portfolio of markets and products. Despite the benefits from the launch of commercial supplies of sertraline (Zoloft®) in the United States in fiscal 2007, we were able to grow sales in the first nine months of the year ended March 31, 2008. However, in the three months ended March 31, 2007, we benefited significantly from a one-time supply of rabeprazole to Teva. The success of our API products in our key markets is contingent upon the extent of competition in the generics market, and we anticipate that such competition will continue to be significant.
     Generics. In this segment, we are focused on the regulated markets of North America (the United States and Canada) and Europe. In the United States, in the year ended March 31, 2008, we launched 9 new products. Our sales in the year ended March 31, 2008 are expected to be lower than in the year ended March 31, 2007 primarily due to the significant revenues in the year ended March 31, 2007 from the launch of fexofenadine, the generic version of Allegra® (launched at risk in April 2006), simvastatin, the authorized generic version of Zocor®, finasteride 5 mg, the authorized generic version of Proscar®, and 180-day marketing exclusivity in ondansetron, the generic version of Zofran®. The prices and volume of all these products decreased significantly in the year ended March 31, 2008 following the expiration of the 180-day marketing exclusivity period. However, in the case of fexofenadine, the volumes increased significantly as we captured significant market share. [NOT DISCUSSED]In the current fiscal year, sales of finasteride 5 mg tablets benefited from our commencement of sales to the United States government. We also commenced sales in the private label over-the-counter segment with ranitidine 150 mg tablets and cetrizine tablets. We intend to expand our portfolio over the next few years by adding solid dosages forms as well as alternate dosage forms of each product through alliances to compliment our internal product development effort. We are also expanding our presence in Canada by leveraging the infrastructure and assets that we have established for the U.S. market. The success of our existing products is contingent upon the extent of competition in the generics market, which we anticipate will continue to be significant. As of December 31, 2007, we had 73 ANDAs pending approval (including ANDAs through alliances with third parties) with the U.S. FDA. This included about 35 patent challenges. The launch of these products is contingent upon the successful outcome of litigation related to such products.
     In the United Kingdom, we did not have any significant product launches in the year ended March 31, 2008.
     In Germany, the government passed the Economic Optimization of the Pharmaceutical Care Act (AVWG), which became effective May 1, 2006. In addition, a new list of products for which the co-payment fee is waived came into effect in Germany from November 1, 2006. As a response to this legislation, some of the leading pharmaceutical companies in Germany announced aggressive price cuts and we responded with significant price cuts on those of our products subject to the new regulations. Further, in the three months ended March 31, 2007, we witnessed supply constraints from our lead supplier. We have re-negotiated the supply agreement with the lead supplier, Salutas Pharma AG whereby we have converted the agreement to a non-exclusive supply arrangement allowing us the flexibility to move individual products out of Salutas. While the products are transferred out of Salutas to alternate manufacturing locations, Dr. Reddy’s agreed to pay higher costs for the supplies which will be reflected in the results in fiscal 2008. The German government passed the Statutory Health Insurance — Competition Strengthening Act (GKV-WSG), which became effective April 1, 2007, which makes it mandatory for the pharmacist to dispense products which were under rebate contracts with insurance companies, subject to certain conditions. As a result, the insurance companies have started negotiating for higher rebates with several manufactureRs. We have also started paying higher rebates to insurance companies in the fiscal year started April 1, 2008. Due to a combination of supply constraints due to inconsistent supplies from our current supplier, on-going price reductions and higher rebates, there has been a significant impact on the financial results of betapharm in the current fiscal year. As of December 31, 2007, we have obtained site transfers for 33 products, including 6 products to our facilities in India. We target to transfer all the products out of Salutas by the middle of calendar year 2008. While the market will continue to remain competitive, we will target to

43


Table of Contents

improve the market shares on the back of assured supplies, new launches and cost savings from the manufacture of products in India. The future growth of betapharm is based on the continued success of our existing products which are contingent upon the extent of competition in the German market, changes in the market dynamics due to the AVWG, GKV-WSG and additional healthcare reforms further impacting the pricing, the successful transfer of key products out of Salutas to alternate supply locations, the competitive environment for our key products as well as successful new product introductions.
     Custom Pharmaceutical Services. In the year ended March 31, 2008, we witnessed some supply constraints in the raw material for one of our key products manufactured at our facility in Mexico. As a result, we were not able to service part of the customer requirements during the three months ended June 30, 2007. We have commissioned a facility in India to supply this raw material to our facility in Mexico. Excluding the revenues from our facility in Mexico, our revenues have increased significantly year-on-year as we continue to expand the portfolio of relationships and projects with large pharmaceutical companies and emerging pharmaceutical and biotechnology companies. In the year ended March 31, 2008, our revenues from our Mexico facility have declined significantly as we benefited from one-time revenues in the year ended March 31, 2007. Overall, we expect to grow this business on the strength of expanding customer relationships. In addition, we are also actively pursuing inorganic growth opportunities in this segment.
     Drug Discovery. Currently, we have a pipeline of 4 NCEs of which 3 are in clinical development and 1 is in pre-clinical development. One such NCE has been assigned to Perlecan under the terms of our research and development arrangement with Perlecan entered into during the year ended March 31, 2006, one NCE is under a co-development arrangement with Denmark based Rheoscience A/S and one NCE is under a co-development arrangement with Clintech International. In August 2007, Rheoscience A/S and Dr. Reddy’s announced the commencement of the Phase III clinical trials for Balaglitazone (DRF 2593), which is an insulin sensitizer that acts as a partial PPAR (peroxisome proliferator-activated receptor) gamma agonist. The study is the first in a series of planned Phase III trials which will investigate the safety and efficacy of Balaglitazone, as an oral anti-diabetic drug. As we make progress in advancing our pipeline through various stages of clinical development, we are building capabilities in drug development. We believe this will help to enhance the value of our NCE assets. We expect to further complement our internal research and development efforts by pursing strategic partnerships and alliances in our key focus areas.
     Specialty. We are currently in the research and development phase of our specialty pharmaceuticals business, which may become a separate segment at some point in the future. We have in-licensed the distribution rights for two U.S. FDA approved products. We are working with a development partner on a third product. We are preparing for the commercial launch of this business in fiscal 2009. We are also pursuing various strategic alternatives including in-licensing and acquisition to accelerate the business to critical mass with profitable and sustainable growth.
     Research and Development Expenses. In the year ended March 31, 2007, our research and development investments benefited from the recognition of income under the Perlecan and I-VEN agreements described above. The income recognition under the agreement with I-VEN was completed in the year ended March 31, 2007. Based on our historical research and development expense trends, our research and development expenses are expected to be higher in the second half of fiscal 2008 as compared to the first half of fiscal 2008.
Recent Developments
     In July 2007, we launched Glimy MPTM ( glimepiride + metformin + pioglitazone) in India, available in dosages of 1 mg (Glimy MP1) and 2 mg (Glimy MP2) in sizes of 10 tabs/strip and 10 strips/pack. This product launch entered us into the market for triple drug combination oral hypoglycemic agents used in the management of type 2 diabetes and is an approach to intensive glycemic control.
     In August 2007, we commenced the first phase III trial of Balaglitazone (DRF 2593) in association with Rheoscience, a Danish biopharmaceutical company focused on the discovery and development of novel pharmaceutical products for treatment for metabolic diseases and announced that the first patient had been dosed in Phase III study with balaglitazone, an insulin sensitizer acts as a partial peroxisome profilerator-activated receptor( “PPAR”) gamma agonist. The Phase III study investigated the safety and efficacy of Balaglitazone, as an oral anti-diabetic drug. Balaglitazone is being developed under a co-development agreement between us and Rheoscience in Denmark, in which Rheoscience will retain the marketing rights to European Union and China and the marketing rights in the territories of United States and rest of the world retain with us.
     In September 2007, we launched Ebernet (eberconazole 1% cream) in India by entering into the Rs.1,000 million topical anti-fungi market with an innovative first to launch formulation having superior penetration properties indicated in the treatment of superficial fungal infections. Ebernet is available in a 10gm pack and is a licensed brand from the original innovator company, Salvat Laboratories of Spain.
     We were granted final approval by the U.S. FDA for our Abbreviated New Drug Application(“ANDA”) for Ranitidine (Zantac®), a 150 mg tablet (over the counter). We were the only generic manufacturer to receive the U.S. FDA approval for this

44


Table of Contents

product following the expiration of the innovator’s patents in the United States. Our over the counter business unit intends to launch a store brand for this product in the United States.
     We expanded the Company’s presence in the Association of Southeast Asian nations (ASEAN) region by opening our 41st overseas office in Manila, Philippines in partnership with Britton Marketing corporation, a sister company of Britton Distributions, Inc. This office will serve the U.S.$1.8 billion Phillipines pharmaceutical market. We initially intend to target theraupetic areas like cardiology, diabetology, gastroenterology and pain management with first phase launches of major brands like Omez (omeprazole), Stamlo M (amlodipine maleate), Resilo (losartan), Reclide (glicazide), Cardiopril (ramipril), Rafree (meloxicam), Ciprolet (ciprofloxacin) and Finest (finasteride).
     In November 2007, we achieved a milestone in the development programme in association with Argenta Discovery Limited, a UK respiratory drug manufacturer, targeting a novel disease-modifying approach to treat the underlying cause of certain chronic respiratory diseases like chronic obstructive pulmonary disease (COPD) and severe asthma. We believe we are first in class for this inhaled inflammatory approach to treat chronic respiratory disease. The license agreement announced in February 2006 between us and Argenta Discovery Limited provided for collaboration to identify clinical candidates against an undisclosed but proven anti-inflammatory drug targets and we believe we have made significant progress with this collaboration by achieving this candidate drug to proceed into pre-clinical development.
     We entered into an exclusive supply collaboration agreement for ten years to advance the clinical development of SYGNIS’ lead product candidate “AX 200”, a biological molecule in the development of products to treat strokes and other neurodegenerative disorders with SYGNIS Pharma AG of Germany, which is a company focused on the research, development and marketing of innovative therapies for the treatment of neurodegenerative diseases like stroke, amyotrophic lateral sclerosis, Huntington’s Disease and neurological disorders resulting from injury such as trauma of the brain or spinal cord. The agreement secures the supply of “AX 200” far beyond the clinical development providing a solid basis for our anticipated marketing of the compound.
     In January 2008, we launched Supanac, a diclofenac potassium immediate release 50 mg tablet in India, increasing our offering in the Rs.27,000 million (U.S.$688 Million) NSAID market. Supanac is in-licensed from Applied Pharma Research (APR), Switzerland, and is used for pain management. It is a patented product developed by dynamic buffered technology, which we believe makes it a superior formulation of diclofenac, ensuring faster pain relief.
     We settled a litigation with Novartis Pharma AG by entering into a settlement agreement with Novartis pursuant to which the parties filed a stipulation of dismissal of lawsuits in the United States relating to the Abbreviated New Drug Application (“ANDA”) filed by us for a generic version of rivastigmine tartate capsules sold under the trade name Exelon, a generic version of the Novartis product indicated for the treatment of mild moderate Alzheimer’s disease dementia. The terms of the settlement agreement require us to refrain from launching a generic version of rivastigmine tartate capsules until sometime before the expiration of the Orange Book patents held by Novartis with respect to rivastigmine tartate.
     In February 2008, we entered into an agreement with SkyePharma PLC to undertake a feasibility study of a product utilizing two of SkyePharma’s proprietary drug delivery systems. The costs of this study will be paid by us. SkyePharma will also receive an up-front payment. If the feasibility study is successful, full development activities will begin later this year.
     On April 1, 2008, we entered into a definitive agreement with The Dow Chemical Company (NYSE:DOW) to acquire a portion of Dowpharma Small Molecules business associated with its United Kingdom sites in Mirfield and Cambridge. We anticipate that we will close this transaction on or about April 30, 2008, subject to receipt of necessary regulatory approvals. The acquisition includes relevant customer contracts, associated products, process technology, intellectual property, trademarks and the Dowpharma Small Molecules facilities located in Mirfield and Cambridge, United Kingdom. The two sites and the business employ approximately 80 people. We will also acquire a non-exclusive license to Dow’s Pfēnex Expression Technology™ for biocatalysis development.
     On April 3, 2008, we acquired Jet Generici Srl, a company engaged in the sale of generic finished dosages in Italy, through our Italian subsidiary, Reddy Pharma Italia SpA. Reddy Pharma Italia SpA has been engaged in building a pipeline of registrations since its incorporation on October 13, 2006. The acquisition of Jet Generici Srl provides us with access to an essential product portfolio, a pipeline of registration applications, and a sales and marketing organisation.
Recently issued accounting pronouncements
     In September 2006, the Financial Accounting Standard Board (FASB) issued SFAS No.157, Fair Value Measurements (SFAS 157). SFAS 157 defines “fair value” as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. SFAS 157 provides guidance on determination of fair value, and lays down the fair value hierarchy to classify the source of information used in fair value measurements. We will be required to

45


Table of Contents

adopt this new standard for the fiscal year beginning April 1, 2008. We are currently evaluating the requirements of SFAS 157 and have not yet determined the impact adoption of this standard will have on our consolidated financial statements.
     In February 2007, the Financial Accounting Standards Board released FASB 159, “The Fair Value Option for Financial Assets and Financial Liabilities.” This Statement permits entities to choose to measure many financial instruments and certain other items at fair value. The objective is to improve financial reporting by providing entities with the opportunity to mitigate volatility in reported earnings caused by measuring related assets and liabilities differently without having to apply complex hedge accounting provisions. We will be required to adopt this new standard for the fiscal year beginning April 1, 2008. We are currently evaluating the requirements of SFAS 159 and have not yet determined the impact adoption of this standard will have on our consolidated financial statements.
     In June 2007, the Emerging Issues Task Force (“EITF”) issued EITF Issue No. 07-3, Accounting for Nonrefundable Advance Payments for Goods or Services to be Used in Future Research and Development Activities. EITF Issue No. 07-3 provides guidance concerning the accounting for non-refundable advance payments for goods and services that will be used in future research and development activities and requires that they be expensed when the research and development activity has been performed and not at the time of payment. The provisions of EITF Issue No. 07-3 are effective for fiscal years beginning after December 15, 2007, with a cumulative-effect adjustment to retained earnings as of the beginning of the year of adoption. We are currently evaluating the impact of adopting EITF Issue No. 07-3 on our consolidated financial statements
     In December 2007, FASB issued SFAS No. 141 (Revised 2007), Business Combinations (SFAS 141R). This Statement replaces SAFS No. 141, Business Combinations. SFAS 141R requires an acquirer to recognize the assets acquired, the liabilities assumed including contingencies and non-controlling interest in the acquiree, at the acquisition date, measured at their fair value, with limited exceptions specified in the statement. In a business combination achieved in stages, this Statement requires the acquirer to recognize the identifiable assets and liabilities as well as the non-controlling interest in the acquiree at full amounts of their fair values. This Statement requires the acquirer to recognize contingent consideration at the acquisition date, measured at its fair value at that date. We will be required to apply this new standard prospectively to business combinations consummated in fiscal years beginning after December 15, 2008. Early adoption is prohibited.
     In December 2007, FASB issued SFAS No. 160, Non-controlling Interests in Consolidated Financial Statements — An Amendment of ARB No. 51 (SFAS 160). SFAS 160 establishes new accounting and reporting standards for the non-controlling interest in a subsidiary and for the deconsolidation of a subsidiary. This Statement requires the recognition of a non-controlling interest as equity in the consolidated financial statements and separate from the parent’s equity. Purchases or sales of equity interests that do not result in a change in control will be accounted for as equity transactions. We will be required to adopt this new standard prospectively, for fiscal years beginning after December 15, 2008. Early adoption is prohibited.
     In March 2008, FASB issued SFAS No. 161, Disclosures about Derivative Instruments and Hedging Activities — An Amendment of FASB Statement No. 133 (SFAS 161). SFAS 161 requires enhanced disclosures on derivative and hedging activities by requiring objectives to be disclosed for using derivative instruments in terms of underlying risk and accounting designation. The Standard requires disclosures on the need of using derivative instruments, accounting of derivative instruments and related hedged items, if any, under SFAS 133 and effect of such instruments and related hedge items, if any, on the financial position, financial performance and cash flows .We will be required to adopt this new standard prospectively, for fiscal years beginning after November 15, 2008. We are currently evaluating the requirements of SFAS 161 and have not yet determined the impact this standard may have on our consolidated financial statements.

46


Table of Contents

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
         
  DR. REDDY’S LABORATORIES LIMITED
(Registrant)
 
 
Date: April 24, 2008  By:   /s/ Saumen Chakraborty    
    Name:   Saumen Chakraborty   
    Title:   Chief Financial Officer   
 

47