The Directors have pleasure in presenting their report on the business
 and operations of your Company for the year ended March 31, 2011.
 
 Financial Results
 
                                                     (Rs. in million)
 
                                Standalone                 Consolidated
 
                               2010-11    2009-10    2010-11    2009-10
 
 Sales (Gross)                 44616.0    36990.2    57421.7    48009.5
 
 Proft before interest, 
 depreciation and tax           9756.0     8186.1    11999.6     9980.9
 
 Less: Interest and fnance 
 charges                         256.9      283.8      324.6      384.9
 
 Less: Depreciation and 
 amortisation                   1042.8      815.7     1711.8     1239.1
 
 Proft before tax               8456.3     7086.6     9963.2     8356.9
 
 Less: Provision for taxation 
 (including wealth tax, deferred
 tax and fringe beneft tax)      356.5      597.3     1169.3     1360.2
 
 Net Proft before Minority 
 Interest and Share of loss 
 in Associates                    -           -       8793.9     6996.7
 
 Less: Minority Interest and 
 Share of loss in Associates      -           -        168.4      180.4
 
 Net Proft                      8099.8      6489.3    8625.5     6816.3
 
 Add: Surplus brought forward
  from previous year            9945.1      6368.5   10521.8     6688.6
 
 Less: Adjustment on account of 
 amalgamation of subsidiaries    338.9         -         -         -
 
 Less: Adjustment on account 
 of amortisation of goodwill 
 for previous year                 -           -        43.6       -
 
 Amount available for 
 Appropriation                 17706.0     12857.8   19103.7     13504.9
 Appropriations:
 
 Transfer to General Reserve    1500.0      1500.0    1500.0      1500.0
 
 Dividend on Ordinary Shares 
 by an overseas subsidiary        -            -        80.6        60.6
 
 Proposed dividend on Equity 
 Shares                         1338.6      1200.7    1338.6      1200.7
 
 Dividend on Equity Shares 
 for previous year                 2.0        10.8       2.0        10.8
 
 Corporate tax on dividend       217.5       201.2     236.4       211.0
 
 Balance carried to Balance 
 Sheet                         14647.9      9945.1   15946.1     10521.8
 
                               17706.0     12857.8   19103.7     13504.9
 
 Performance Review
 
 Your Company recorded an impressive growth by scaling newer heights and
 benchmarks in terms of sales and profits for the year ended March 31,
 2011. Consolidated sales at Rs. 57421.7 million, were higher by 20% over
 Rs. 48009.5 million of the previous year. International markets accounted
 for 68% of the overall revenues. Net Proft at Rs. 8625.5 million as
 against Rs. 6816.3 million registered a growth of 27%. Earnings per share
 was higher at Rs. 19.36 as compared with Rs. 15.84 for the previous year.
 
 Dividend
 
 Your Directors are pleased to recommend dividend at Rs. 3/- per equity
 share of Rs. 2/- each, absorbing an amount of Rs. 1338.6 million. The
 corporate tax on dividend aggregates Rs. 217.2 million.
 
 Sub-division of Shares
 
 At the Twenty-Eighth Annual General Meeting held on July 28, 2010, the
 Shareholders approved the sub-division of one equity share of the face
 value of Rs. 10/- each into fve equity shares of the face value of Rs. 2/-
 each.
 
 Share Capital
 
 During the year, the paid-up equity share capital of your Company rose
 by Rs. 3.0 million consequent to:
 
 a) allotment of 170691 equity shares of Rs. 10/- each to eligible
 employees under the Lupin Employees Stock Option Plan 2003, Lupin
 Employees Stock Option Plan 2005 and Lupin Subsidiary Employees Stock
 Option Plan 2005 prior to sub-division and
 
 b) allotment of 628569 equity shares of Rs. 2/- each to eligible
 employees under the Lupin Employees Stock Option Plan 2003, Lupin
 Employees Stock Option Plan 2005 and Lupin Subsidiary Employees Stock
 Option Plan 2005 after sub-division.
 
 Credit Rating
 
 ICRA Limited reaffrmed its “A1+” (pronounced “A one plus”) rating for
 your Companys short-term debt (including Commercial Paper) programme
 of Rs. 1000 million. This rating is the highest-credit- quality rating
 assigned by ICRA for such borrowings.
 
 ICRA Limited reaffrmed its “A1+” (pronounced “A one plus”) rating for
 your Companys Line of Credit of Rs. 11000 million by banks for Working
 Capital. This rating is the highest-credit-quality rating assigned by
 ICRA for such borrowings.
 
 ICRA Limited assigned “LAA+” (pronounced “L Double A Plus”) rating for
 your Companys Non-Convertible Debenture programme of Rs. 1000 million.
 This rating is the high-credit-quality rating assigned by ICRA for
 long-term debt instruments. The long-term rating has also been assigned
 a “stable” outlook.
 
 Management Discussion & Analysis
 
 A detailed Management Discussion and Analysis forms part of this Annual
 Report.
 
 Subsidiary Companies
 
 As on March 31, 2011, the Company had 18 subsidiaries.
 
 Lupin Mexico SA de CV, Mexico was incorporated on August 23, 2010. Upon
 increase in the Companys stake in Generic Health Pty Ltd., (Generic),
 Australia, from 49.91% to 76.65%, Generic became a subsidiary of the
 Company on September 27, 2010. Consequently, Bellwether Pharma Pty
 Ltd., Australia, Generic Health Inc., U.S.A. and Max Pharma Pty Ltd.,
 Australia, which were subsidiaries of Generic, became subsidiaries of
 the Company w.e.f. September 27, 2010. Lupin Philippines, Inc.,
 Philippines and Lupin Healthcare Ltd., India, were incorporated on
 December 20, 2010 and March 17, 2011 respectively.
 
 Information relating to performance/financials of the subsidiary
 companies are disclosed in the Consolidated Financial Statements.
 Statement pursuant to Section 212(1)(e) of the Companies Act, 1956
 forms part of this Annual Report.
 
 Amalgamation
 
 With a view to achieving synergies of operations, optimum utilisation
 of resources and control costs, the Board of Directors had decided to
 amalgamate Novodigm Ltd., Lupin Pharmacare Ltd. and Lupin Herbal Ltd.
 (wholly-owned subsidiaries of the Company) with the Company w.e.f.
 April 1, 2009 i.e. the Appointed Date.
 
 The Honble High Court of Judicature at Bombay had, vide its Order
 dated January 8, 2010, sanctioned the scheme of amalgamation between
 Lupin Pharmacare Ltd. and Lupin Herbal Ltd. with the Company subject to
 the order to be passed by the Honble High Court of Gujarat sanctioning
 the scheme of amalgamation between Novodigm Ltd. and the Company. The
 Honble
 
 High Court of Gujarat, vide its Order dated May 6, 2010, sanctioned the
 scheme of amalgamation between Novodigm Ltd. and the Company.
 Consequently, Novodigm Ltd., Lupin Pharmacare Ltd.  and Lupin Herbal
 Ltd. stood amalgamated with the Company w.e.f. April 1, 2009.
 
 Corporate Governance
 
 Report on Corporate Governance forms an integral part of this Annual
 Report. The Auditors certifcate certifying compliance with the
 conditions of Corporate Governance under Clause 49 of the Listing
 Agreement is also annexed to this Report.
 
 Directors Responsibility Statement
 
 Pursuant to the provisions of Section 217(2AA) of the Companies Act,
 1956 (Act), your Directors confrm that:
 
 i) in the preparation of the annual accounts, the applicable accounting
 standards had been followed along with proper explanation relating to
 material departures;
 
 ii) the Directors had selected such accounting policies and applied
 them consistently and made judgments and estimates that are reasonable
 and prudent so as to give a true and fair view of the state of affairs
 of your Company at the end of the financial year ended March 31, 2011
 and of the proft of your Company for that year;
 
 iii) the Directors had taken proper and suffcient care for the
 maintenance of adequate accounting records in accordance with the
 provisions of the Act for safeguarding the assets of your Company and
 for preventing and detecting fraud and other irregularities; and
 
 iv) the Directors had prepared the annual accounts on a going concern
 basis.
 
 Directors
 
 Mr. Nilesh Gupta and Dr. K. U. Mada retire by rotation at the
 forthcoming Annual General Meeting and are eligible for re-appointment.
 
 Conservation of Energy, Technology Absorption and Foreign Exchange
 Earnings and Outgo
 
 The particulars as prescribed by Section 217(1)(e) of the Companies
 Act, 1956 read with Companies (Disclosure of particulars in the report
 of Board of Directors) Rules, 1988 relating to conservation of energy,
 technology absorption and foreign exchange earnings and outgo are given
 in Annexure A.
 
 Fixed Deposits
 
 Your Company has not accepted any fxed deposit during the year under
 review. No deposit was outstanding as on March 31, 2011. As on March
 31, 2011, 76 deposits aggregating Rs. 0.8 million were lying unclaimed
 with the Company, of which four deposits aggregating Rs. 81,000/- have
 since been claimed/transferred to the Investor Education & Protection
 Fund. Reminders have been sent to the depositors concerned to claim
 repayment of their matured deposits.
 
 Auditors
 
 The Statutory Auditors of the Company, M/s. Deloitte Haskins & Sells,
 Chartered Accountants, retire at the conclusion of the forthcoming
 Annual General Meeting and are eligible for re-appointment.  The Audit
 Committee and the Board recommend the re-appointment of M/s. Deloitte
 Haskins & Sells, Chartered Accountants, as Statutory Auditors of your
 Company.
 
 M/s. Khimji Kunverji & Co., Chartered Accountants, Mumbai, are the
 Internal Auditors of the Company.
 
 Cost Auditors
 
 Pursuant to the provisions of Section 233B of the Companies Act, 1956
 and with the prior approval of the Central Government, Mr. S. D. Shenoy
 (Fellow Membership No.8318) and Mr. D. H. Zaveri, (Fellow Membership
 No.8971) practising Cost Accountants, were appointed to conduct audit
 of cost records of Bulk Drugs and Finished Dosages respectively for the
 year ended March 31, 2011.  Cost Audit Reports would be submitted to
 the Central Government within the prescribed time.
 
 Pursuant to Rule 5 of the Cost Audit Report Rules, Cost Audit Reports
 for Bulk Drugs and Finished Dosages for the year ended March 31, 2010
 were fled with the Central Government on September 26, 2010.
 
 Employees Stock Option Plans
 
 Pursuant to the provisions of the Securities and Exchange Board of
 India (Employee Stock Option Scheme and Employee Stock Purchase Scheme)
 Guidelines, 1999, the details of stock options granted by the Company
 as on March 31, 2011 under Lupin Employees Stock Option Plan 2003,
 Lupin Employees Stock Option Plan 2005 and Lupin Subsidiary
 Companies Employees Stock Option Plan 2005 are set out in Annexure B
 forming part of this Report.
 
 During the year, the Board of Directors approved the Lupin Employees
 Stock Option Plan 2011 and Lupin Subsidiary Companies Employees Stock
 Option Plan 2011. Shareholder approvals for these plans were obtained
 by way of Postal Ballot, the results of which were declared on May 10,
 2011.
 
 The Board also approved the Employees Stock Purchase Programme and
 Stock Appreciation Rights Programme for senior executives of the
 Company, the details of which are being worked out.
 
 Human Resources
 
 Great Places to Work Institute Inc. has ranked the Company amongst the
 Top 3 as a great place to work in pharma/healthcare companies in
 India. Your Company is of the frm opinion that effciency of its
 employees plays a key role in achieving set goals and building a
 competitive work environment.  The Company regularly conducts various
 programmes at different levels so as to ensure that a vibrant and
 motivated work-force leads to achievement of the defned goals. Employee
 relations continued to be harmonious and cordial at all levels and in
 all the units of the Company.
 
 Particulars of Employees
 
 Particulars of employees required to be furnished pursuant to the
 provisions of Section 217(2A) of the Companies Act, 1956 (Act), read
 with Companies (Particulars of Employees) Amendment Rules, 2011, are
 given as an annexure to this Report. However, pursuant to the
 provisions of Section 219(1)(b)(iv) of the Act, the Report and Accounts
 are being sent to all the members excluding the aforesaid Annexure.
 Members, who are interested in the information, may write to the
 Company Secretary at the registered offce of the Company.
 
 Acknowledgements
 
 Your Directors commend the hard work, dedication and contributions of
 all employees of your Company. They express their gratitude to the
 various departments of the Central and State governments, banks,
 financial institutions, analysts, investors, business associates and
 customers, the medical profession, suppliers and distributors for their
 continued support.
 
                           For and on behalf of the Board of Directors
 
                                                 Dr. Desh Bandhu Gupta 
                                                              Chairman
 
                                                  Mumbai, May 12, 2011