SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________
SCHEDULE TO
Tender Offer Statement Under Section 14(d)(1) or 13(e)(1)
of the Securities Exchange Act of 1934
(Amendment No. 42)
______________
TARO PHARMACEUTICAL INDUSTRIES LTD.
(Name of Subject Company (Issuer))
______________
ALKALOIDA CHEMICAL COMPANY EXCLUSIVE GROUP LTD.
(Name of Filing Person (Offeror))
a subsidiary of
SUN PHARMACEUTICAL INDUSTRIES LTD.

ORDINARY SHARES, NOMINAL (PAR) VALUE NIS 0.0001 PER SHARE
(Title of Class of Securities)
 
M8737E108
(CUSIP Number of Class of Securities)
______________
Mr. Harin P. Mehta
Director
Alkaloida Chemical Company Exclusive Group Ltd.
Kabay János u. 29, H-4440 Tiszavasari, The Republic of Hungary
+36-42-521-005
(Name, Address and Telephone Number of Persons Authorized to Receive Notices
and Communications on Behalf of filing persons)
______________
Copy to:
Peter D. Lyons
Shearman & Sterling LLP
599 Lexington Avenue
New York, New York 10022
(212) 848-4000
Clifford M. J. Felig
Meitar Liquornik Geva & Leshem Brandwein
16 Abba Hillel Silver Rd.
Ramat Gan 52506, Israel
(972) 3-610-3100

 
CALCULATION OF FILING FEE
Transaction Valuation*
Amount of Filing Fee**
   
$194,554,682.50
$7,646.00
*
Estimated for purposes of calculating the amount of the filing fee only.  Calculated by multiplying $7.75, the per share tender offer price, by 25,103,830 shares.
**
Calculated as 0.00393% of the transaction value.
þ
Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid.  Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
 
Amount Previously Paid:   $7,800.00                    
Filing Party:  Alkaloida Chemical Company Exclusive
Group Ltd.
 
Form or Registration No.:  Schedule TO             
Date Filed:  June 30, 2008                
o
Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.
 
Check the appropriate boxes to designate any transactions to which the statement relates:
þ
third-party tender offer subject to Rule 14d-1.
o
issuer tender offer subject to Rule 13e-4.
o
going-private transaction subject to Rule 13e-3.
o
amendment to Schedule 13D under Rule 13d-2.
 
Check the following box if the filing is a final amendment reporting the results of the tender offer:  o
 
 
 
 
 
    
This Amendment No. 42 (this “Amendment”) amends and supplements the Tender Offer Statement on Schedule TO filed on June 30, 2008, as amended by Amendment No. 1 through Amendment No. 41 (as so amended, the “Schedule TO”) by Alkaloida Chemical Company Exclusive Group Ltd. (“Purchaser”), a Hungarian company and a subsidiary of Sun Pharmaceutical Industries Ltd. (“Sun”), an Indian company.  This Schedule TO relates to the offer by Purchaser to purchase all outstanding Ordinary Shares, nominal (par) value NIS 0.0001 per share, of Taro Pharmaceutical Industries Ltd. (the “Company”), an Israeli corporation, at a purchase price of $7.75 per Ordinary Share, net to the seller in cash (subject to applicable withholding taxes), without interest, upon the terms and subject to the conditions set forth in the Offer to Purchase dated June 30, 2008 and in the related Letter of Transmittal.  Except as specifically provided herein, this Amendment does not modify any of the information previously reported on the Schedule TO.
 
Item 1.
Summary Term Sheet.
 
Item 1 of Schedule TO is hereby amended and supplemented as follows:
 
The response to the question “What Percentage of the Shares do You and Your Affiliates Currently Own?” in the “Summary Term Sheet” of the Offer to Purchase is hereby amended by adding the following sentences after the fourth sentence thereof:
 
“On September 7, 2010, the Supreme Court of Israel lifted the temporary injunction. On September 9, 2010, we sent a letter of demand for delivery pursuant to the Option Agreement to Taro Development Corporation, Barrie Levitt, Tal Levitt, Jacob Levitt and Daniel Moros, pursuant to which we will directly or indirectly acquire 4,739,896 Ordinary Shares and all of the Founders’ Shares. On September 10, 2010, we sent a letter to the Company through our counsel demanding that the Company issue us the 3,787,500 Ordinary Shares subject to our December 1, 2009 exercise of Warrant No. 2. As a result, we and our affiliates are now deemed to beneficially own 22,883,823 Ordinary Shares and all of the Founders’ Shares, representing 52.91% of the economic ownership and 68.61% of the voting rights in the Company.”
 
Item 4.
Terms of the Transaction.
 
Item 4 of Schedule TO is hereby amended and supplemented as follows:
 
Section 14 of the Offer to Purchase entitled “Certain Conditions of the Offer” is hereby amended and supplemented as follows:
 
The last paragraph of Section 14 is hereby deleted in its entirety and replaced with the following:
 
“On September 9, 2010, Purchaser sent a letter of demand for delivery pursuant to the Option Agreement to Taro Development Corporation, Barrie Levitt, Tal Levitt, Jacob Levitt and Daniel Moros, pursuant to which Purchaser will directly or indirectly acquire 4,739,896 Ordinary Shares and all of the Founders’ Shares. As a result, and in light of the lifting of the Temporary Order, Purchaser and its affiliates are now deemed under the HSR Act to beneficially own more than 50% of the Company’s voting securities.  
 
 
1
 
 
Accordingly, no further filing under the HSR Act is required to consummate the Offer or the Option Agreement and the HSR Condition is satisfied.”
 
Item 5.
Past Contacts, Transactions, Negotiations and Agreements.
 
Item 5 of Schedule TO is hereby amended and supplemented as follows:
 
The letter of demand for delivery pursuant to the Option Agreement, dated September 9, 2010, from Purchaser to Taro Development Corporation, Barrie Levitt, Tal Levitt, Jacob Levitt and Daniel Moros, is attached hereto as Exhibit (d)(W).
 
Item 8.
Interest in Securities of the Subject Company.
 
Item 8 of Schedule TO is hereby amended and supplemented as follows:
 
The “Introduction” of the Offer to Purchase is hereby amended and supplemented as follows:
 
The first paragraph of the section titled “Shares Owned by Purchaser and its Affiliates,” is hereby amended by adding the following sentences at the end thereof:
 
“On September 7, 2010, the Supreme Court of Israel lifted the temporary injunction. On September 9, 2010, Purchaser sent a letter of demand for delivery pursuant to the Option Agreement to Taro Development Corporation, Barrie Levitt, Tal Levitt, Jacob Levitt and Daniel Moros, pursuant to which Purchaser will directly or indirectly acquire 4,739,896 Ordinary Shares and all of the Founders’ Shares. On September 10, 2010, counsel for Sun and Purchaser sent a letter to the Company demanding that the Company issue Purchaser the 3,787,500 Ordinary Shares subject to Sun’s December 1, 2009 exercise of Warrant No. 2. As a result, Purchaser and its affiliates are now deemed to beneficially own 22,883,823 Ordinary Shares and all of the Founders’ Shares, representing 52.91% of the economic ownership and 68.61% of the voting rights in the Company.”
 
Section 8 of the Offer to Purchase entitled “Certain Information Concerning Purchaser and Sun” is hereby amended and supplemented as follows:
 
The following sentences are hereby added to the end of the fifth paragraph of Section 8 of the Offer to Purchase:
 
“On September 7, 2010, the Supreme Court of Israel lifted the Temporary Order. On September 9, 2010, Purchaser sent a letter of demand for delivery pursuant to the Option Agreement to Taro Development Corporation, Barrie Levitt, Tal Levitt, Jacob Levitt and Daniel Moros, pursuant to which Purchaser will directly or indirectly acquire 4,739,896 Ordinary Shares and all of the Founders’ Shares. On September 10, 2010, counsel for Sun and Purchaser sent a letter to the Company demanding that the Company issue Purchaser the 3,787,500 Ordinary Shares subject to Sun’s December 1, 2009 exercise of Warrant No. 2. As a result, Purchaser and its affiliates are now deemed to beneficially own 22,883,823 Ordinary Shares and all of the Founders’
 
 
2
 
  
Shares, representing 52.91% of the economic ownership and 68.61% of the voting rights in the Company.”
 
Item 11.
Additional Information.
 
Item 11 of Schedule TO is hereby amended and supplemented as follows:
 
Section 15 of the Offer to Purchase entitled “Certain Legal Matters and Regulatory Approvals” is hereby amended and supplemented as follows:
 
The following paragraph is hereby added after the ninth paragraph of Section 15(III) entitled “Antitrust”:
 
“On September 7, 2010, the Supreme Court of Israel lifted the Temporary Order. On September 9, 2010, Purchaser sent a letter of demand for delivery pursuant to the Option Agreement to Taro Development Corporation, Barrie Levitt, Tal Levitt, Jacob Levitt and Daniel Moros, pursuant to which Purchaser will directly or indirectly acquire 4,739,896 Ordinary Shares and all of the Founders’ Shares. As a result, Purchaser and its affiliates are now deemed under the HSR Act to beneficially own more than 50% of the Company’s voting securities.  Accordingly, no further filing under the HSR Act is required to consummate the Offer or the Option Agreement and the HSR Condition is satisfied.”
 
The letter of demand for delivery pursuant to the Option Agreement, dated September 9, 2010, from Purchaser to Taro Development Corporation, Barrie Levitt, Tal Levitt, Jacob Levitt and Daniel Moros, is attached hereto as Exhibit (d)(W).
 
Item 12.
Exhibits.
 
 
Item 12 of the Schedule TO is hereby amended and restated as follows:
 
(a)(1)(A)
Offer to Purchase dated June 30, 2008.*
 
(a)(1)(B)
Form of Letter of Transmittal.*
 
(a)(1)(C)
Form of Notice of Guaranteed Delivery.*
 
(a)(1)(D)
Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.*
 
(a)(1)(E)
Form of Letter to Clients for use by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.*
 
(a)(1)(F)
Guidelines for Certification of Taxpayer Identification Number on Substitute Form W-9.*
 
 
*
Previously filed.
 
 
3
 
   
(a)(1)(G)
Declaration of Status for Israeli Income Tax Purposes.*
 
(a)(1)(H)
Tax Declaration Form for Israeli Financial Institutions.*
 
(a)(5)(A)
Summary Advertisement as published in The Wall Street Journal on June 30, 2008.*
 
(a)(5)(B)
Text of Press Release issued by Sun on June 25, 2008, incorporated by reference to the Statement on Schedule 13D (including exhibits), originally filed by Sun, Sun Pharma Global Inc. and Purchaser, with respect to the Ordinary Shares, par value NIS 0.0001 per share of the Company, with the U.S. Securities and Exchange Commission (the “Original Schedule 13D”); the Amendment No. 1 to the Original Schedule 13D, filed on July 25, 2007 (the “Amendment No. 1”); the Amendment No. 2 to the Original Schedule 13D, filed on August 2, 2007 (the “Amendment No. 2”); the Amendment No. 3 to the Original Schedule 13D, filed on February 19, 2008 (the “Amendment No. 3”); the Amendment No. 4 to the Original Schedule 13D, filed on May 29, 2008 (the “Amendment No. 4”); the Amendment No. 5 to the Original Schedule 13D, filed on June 5, 2008 (the “Amendment No. 5”); the Amendment No. 6 to the Original Schedule 13D, filed on June 24, 2008; the Amendment No. 7 to the Original Schedule 13D, filed on June 25, 2008 (the “Amendment No. 7”, together with the Original Schedule 13D, the Amendment No. 1, the Amendment No. 2, the Amendment No. 3, the Amendment No. 4, the Amendment No. 5 and the Amendment No. 6, the “Schedule 13D”) and by reference to Statement on Schedule TO filed by Purchaser on June 25, 2008.*
 
(a)(5)(C)
Text of Press Release issued by Purchaser on June 30, 2008.*
 
(a)(5)(D)
Text of Press Release issued by Purchaser on July 14, 2008.*
 
(a)(5)(E)
Text of Press Release issued by Sun on July 30, 2008.*
 
(a)(5)(F)
Text of Press Release issued by Sun on August 13, 2008.*
 
(a)(5)(G)
Text of Press Release issued by Sun on August 27, 2008.*
 
(a)(5)(H)
Text of Press Release issued by Sun on August 27, 2008.*
 
(a)(5)(I)
Text of Press Release issued by Sun on September 3, 2008.*
 
(a)(5)(J)
Text of Press Release issued by Sun on October 3, 2008.*
 
(a)(5)(K)
Text of Press Release issued by Sun on November 7, 2008.*
 
(a)(5)(L)
Text of Press Release issued by Sun on December 19, 2008.*
 
(a)(5)(M)
Text of letter from Sun’s Chairman and Managing Director, Dilip Shanghvi, to Myron Strober, Chairman of the Audit Committee of the Board of Directors of the
 
 
4
 
  
Company, dated January 2, 2009, regarding the financial statements of the Company.*
 
(a)(5)(N)
Text of Press Release issued by Sun on January 7, 2009.*
 
(a)(5)(O)
Text of Press Release issued by Sun on January 29, 2009.*
 
(a)(5)(P)
Text of Press Release issued by Sun on March 6, 2009.*
 
(a)(5)(Q)
Text of Press Release issued by Sun on March 20, 2009.*
 
(a)(5)(R)
Text of Press Release issued by Sun on April 3, 2009.*
 
(a)(5)(S)
Text of Press Release issued by Sun on April 17, 2009.*
 
(a)(5)(T)
Text of Press Release issued by Sun on April 24, 2009.*
 
(a)(5)(U)
Text of letter from Purchaser to the Company’s shareholders, dated June 18, 2009, distributed to the Company’s shareholders along with the Tax Declaration Form for Israeli Financial Institutions.*
 
(a)(5)(V)
Text of Press Release issued by Sun on August 13, 2009.*
 
(a)(5)(W)
Text of Press Release issued by Sun on August 28, 2009.*
 
(a)(5)(X)
Text of Press Release issued by Sun on September 14, 2009.*
 
(a)(5)(Y)
Complaint filed by the Company on September 30, 2009 in the United States District Court for the Southern District of New York against Sun, Purchaser, Aditya and Caraco.*
 
(a)(5)(Z)
Position Statement with respect to the Annual General Meeting of the Company’s shareholders scheduled for December 31, 2009, submitted by Purchaser to the Company on December 10, 2009 for distribution to the Company’s shareholders.*
 
(a)(5)(AA)
Text of letter, dated December 14, 2009, from counsel to Sun and Purchaser to counsel to the Company.*
 
(a)(5)(BB)
Presentation regarding the Annual General Meeting of the Company’s shareholders scheduled for December 31, 2009.*
 
(a)(5)(CC)
Text of letter, dated December 17, 2009, from Sun to the Company’s shareholders.*
 
(a)(5)(DD)
Proxy card sent from Sun to the Company’s registered shareholders.*
 
(a)(5)(EE)
Text of Press Release issued by Sun on December 21, 2009.*
 
(a)(5)(FF)
Text of Press Release issued by Sun on December 22, 2009.*
  
 
5
 
  
(a)(5)(GG)
Text of Press Release issued by Sun on December 24, 2009.*
 
(a)(5)(HH)
Text of Press Release issued by Sun on December 31, 2009.*
 
(a)(5)(II)
Text of letter from Sun’s Chairman and Managing Director, Dilip Shanghvi, to members of the Board of Directors of the Company, dated January 11, 2010.*
 
(a)(5)(JJ)
Text of Press Release issued by Sun on July 15, 2010.*
 
(a)(5)(KK)
Text of Press Release issued by Sun on September 7, 2010.*
 
(b)
Not applicable.
 
(d)(A)
Agreement of Merger, dated as of May 18, 2007, among Purchaser, Aditya Acquisition Company Ltd. and the Company, incorporated by reference to the Schedule 13D.*
 
(d)(B)
Amendment No. 1 to Agreement of Merger, dated as of July 23, 2007, among Purchaser, Aditya Acquisition Company Ltd. and the Company, incorporated by reference to the Schedule 13D.*
 
(d)(C)
Option Letter Agreement, dated as of May 18, 2007, among Taro Development Corporation, Barrie Levitt, Tal Levitt, Daniel Moros, Jacob Levitt and Purchaser, incorporated by reference to the Schedule 13D.*
 
(d)(D)
Share Purchase Agreement, dated as of May 18, 2007, among Purchaser and the Company, incorporated by reference to the Schedule 13D.*
 
(d)(E)
Agreement and Plan of Merger, dated as of May 18, 2007, among Sun Pharmaceutical Industries, Inc., Sun Development Corporation I, Taro Development Corporation, Barrie Levitt and Daniel Moros, incorporated by reference to the Schedule 13D.*
 
(d)(F)
Voting Agreement, dated as of May 18, 2007, between Purchaser and Barrie Levitt.*
 
(d)(G)
Voting Agreement, dated as of May 18, 2007, between Purchaser and Daniel Moros.*
 
(d)(H)
Voting Agreement, dated as of May 18, 2007, between Purchaser and Tal Levitt.*
 
(d)(I)
Voting Agreement, dated as of May 18, 2007, between Purchaser and Taro Development Corporation.*
 
(d)(J)
Voting Agreement, dated as of May 18, 2007, between Purchaser and Morley & Company, Inc.*
 
(d)(K)
Voting Agreement, dated as of May 18, 2007, between Sun Pharmaceutical Industries, Inc. and Barrie Levitt.*
 
 
6
 
  
(d)(L)
Voting Agreement, dated as of May 18, 2007, between Sun Pharmaceutical Industries, Inc. and Daniel Moros.*
 
(d)(M)
Voting Agreement, dated as of May 18, 2007, between Sun Pharmaceutical Industries, Inc. and Tal Levitt.*
 
(d)(N)
Voting Agreement, dated as of May 18, 2007, between Sun Pharmaceutical Industries, Inc. and Jacob Levitt.*
 
(d)(O)
Warrant, dated as of May 18, 2007, issued by the Company to Sun, incorporated by reference to the Schedule 13D.*
 
(d)(P)
Warrant No. 2, dated as of August 1, 2007, issued by the Company to Sun, incorporated by reference to the Schedule 13D.*
 
(d)(Q)
Registration Rights Agreement, dated as of May 18, 2007, between the Company and Purchaser, incorporated by reference to the Schedule 13D.*
 
(d)(R)
Assignment and Assumption Agreement, dated as of June 24, 2008, between Purchaser and Sun, incorporated by reference to Schedule 13D.*
 
(d)(S)
Irrevocable Trust Agreement, dated as of June 29, 2008, between Purchaser and Ubank Trust Company Ltd.*
 
(d)(T)
A letter of demand for delivery pursuant to the Option Agreement, dated August 27, 2008, from Purchaser to Taro Development Corporation, Barrie Levitt, Tal Levitt, Jacob Levitt and Daniel Moros.*
 
(d)(U)
A letter from Sun’s Chairman and Managing Director, Dilip Shanghvi, to the Company’s Board of Directors, dated January 2, 2009, regarding proposed settlement terms for the STO Litigation.*
 
(d)(V)
A letter from Sun’s Chairman and Managing Director, Dilip Shanghvi, to the Company’s Board of Directors, dated January 7, 2009, in response to the letters from Dr. Levitt, dated January 4 and January 6, 2009.*
 
(d)(W)
A letter of demand for delivery pursuant to the Option Agreement, dated September 9, 2010, from Purchaser to Taro Development Corporation, Barrie Levitt, Tal Levitt, Jacob Levitt and Daniel Moros.
 
(g)
Not applicable.
 
(h)
Not applicable.
 
 
 
 
7
 
 
After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
 
Dated:  September 10, 2010
 
  ALKALOIDA CHEMICAL COMPANY  
 
EXCLUSIVE GROUP LTD.
  
       
       
  By:   /s/ Harin Mehta  
    Name:  Mr. Harin Mehta   
    Title:  Director   
       
 
 
 
 
 
 
 
 
 
 
After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
 
Dated:  September 10, 2010
 
  SUN PHARMACEUTICAL INDUSTRIES LTD.  
       
       
  By:  /s/ Sudhir V. Valia  
    Name:  Mr. Sudhir V. Valia  
    Title:  Director  
       
 
 
 
 
 
EXHIBIT INDEX
 
Exhibit
No.
 
(a)(1)(A)
Offer to Purchase dated June 30, 2008.*
 
(a)(1)(B)
Form of Letter of Transmittal.*
 
(a)(1)(C)
Form of Notice of Guaranteed Delivery.*
 
(a)(1)(D)
Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.*
 
(a)(1)(E)
Form of Letter to Clients for use by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.*
 
(a)(1)(F)
Guidelines for Certification of Taxpayer Identification Number on Substitute Form W-9.*
 
(a)(1)(G)
Declaration of Status for Israeli Income Tax Purposes.*
 
(a)(1)(H)
Tax Declaration Form for Israeli Financial Institutions.*
 
(a)(5)(A)
Summary Advertisement as published in The Wall Street Journal on June 30, 2008.*
 
(a)(5)(B)
Text of Press Release issued by Sun on June 25, 2008, incorporated by reference to the Statement on Schedule 13D (including exhibits), originally filed by Sun, Sun Pharma Global Inc. and Purchaser, with respect to the Ordinary Shares, par value NIS 0.0001 per share of the Company, with the U.S. Securities and Exchange Commission (the “Original Schedule 13D”); the Amendment No. 1 to the Original Schedule 13D, filed on July 25, 2007 (the “Amendment No. 1”); the Amendment No. 2 to the Original Schedule 13D, filed on August 2, 2007 (the “Amendment No. 2”); the Amendment No. 3 to the Original Schedule 13D, filed on February 19, 2008 (the “Amendment No. 3”); the Amendment No. 4 to the Original Schedule 13D, filed on May 29, 2008 (the “Amendment No. 4”); the Amendment No. 5 to the Original Schedule 13D, filed on June 5, 2008 (the “Amendment No. 5”); the Amendment No. 6 to the Original Schedule 13D, filed on June 24, 2008; the Amendment No. 7 to the Original Schedule 13D, filed on June 25, 2008 (the “Amendment No. 7”, together with the Original Schedule 13D, the Amendment No. 1, the Amendment No. 2, the Amendment No. 3, the Amendment No. 4, the Amendment No. 5 and the Amendment No. 6, the “Schedule 13D”) and by reference to Statement on Schedule TO filed by Purchaser on June 25, 2008.*
 
 
*
Previously filed.
  
 
 
 
(a)(5)(C)
Text of Press Release issued by Purchaser on June 30, 2008.*
 
(a)(5)(D)
Text of Press Release issued by Purchaser on July 14, 2008.*
 
(a)(5)(E)
Text of Press Release issued by Sun on July 30, 2008.*
 
(a)(5)(F)
Text of Press Release issued by Sun on August 13, 2008.*
 
(a)(5)(G)
Text of Press Release issued by Sun on August 27, 2008.*
 
(a)(5)(H)
Text of Press Release issued by Sun on August 27, 2008.*
 
(a)(5)(I)
Text of Press Release issued by Sun on September 3, 2008.*
 
(a)(5)(J)
Text of Press Release issued by Sun on October 3, 2008.*
 
(a)(5)(K)
Text of Press Release issued by Sun on November 7, 2008.*
 
(a)(5)(L)
Text of Press Release issued by Sun on December 19, 2008.*
 
(a)(5)(M)
Text of letter from Sun’s Chairman and Managing Director, Dilip Shanghvi, to Myron Strober, Chairman of the Audit Committee of the Board of Directors of the Company, dated January 2, 2009, regarding the financial statements of the Company.*
 
(a)(5)(N)
Text of Press Release issued by Sun on January 7, 2009.*
 
(a)(5)(O)
Text of Press Release issued by Sun on January 29, 2009.*
 
(a)(5)(P)
Text of Press Release issued by Sun on March 6, 2009.*
 
(a)(5)(Q)
Text of Press Release issued by Sun on March 20, 2009.*
 
(a)(5)(R)
Text of Press Release issued by Sun on April 3, 2009.*
 
(a)(5)(S)
Text of Press Release issued by Sun on April 17, 2009.*
 
(a)(5)(T)
Text of Press Release issued by Sun on April 24, 2009.*
 
(a)(5)(U)
Text of letter from Purchaser to the Company’s shareholders, dated June 18, 2009, distributed to the Company’s shareholders along with the Tax Declaration Form for Israeli Financial Institutions.*
 
(a)(5)(V)
Text of Press Release issued by Sun on August 13, 2009.*
 
(a)(5)(W)
Text of Press Release issued by Sun on August 28, 2009.*
 
(a)(5)(X)
Text of Press Release issued by Sun on September 14, 2009.*
  
 
 
 
  
(a)(5)(Y)
Complaint filed by the Company on September 30, 2009 in the United States District Court for the Southern District of New York against Sun, Purchaser, Aditya and Caraco.*
 
(a)(5)(Z)
Position Statement with respect to the Annual General Meeting of the Company’s shareholders scheduled for December 31, 2009, submitted by Purchaser to the Company on December 10, 2009 for distribution to the Company’s shareholders.*
 
(a)(5)(AA)
Text of letter, dated December 14, 2009, from counsel to Sun and Purchaser to counsel to the Company.*
 
(a)(5)(BB)
Presentation regarding the Annual General Meeting of the Company’s shareholders scheduled for December 31, 2009.*
 
(a)(5)(CC)
Text of letter, dated December 17, 2009, from Sun to the Company’s shareholders.*
 
(a)(5)(DD)
Proxy card sent from Sun to the Company’s registered shareholders.*
 
(a)(5)(EE)
Text of Press Release issued by Sun on December 21, 2009.*
 
(a)(5)(FF)
Text of Press Release issued by Sun on December 22, 2009.*
 
(a)(5)(GG)
Text of Press Release issued by Sun on December 24, 2009.*
 
(a)(5)(HH)
Text of Press Release issued by Sun on December 31, 2009.*
 
(a)(5)(II)
Text of letter from Sun’s Chairman and Managing Director, Dilip Shanghvi, to members of the Board of Directors of the Company, dated January 11, 2010.*
 
(a)(5)(JJ)
Text of Press Release issued by Sun on July 15, 2010.*
 
(a)(5)(KK)
Text of Press Release issued by Sun on September 7, 2010.*
 
(b)
Not applicable.
 
(d)(A)
Agreement of Merger, dated as of May 18, 2007, among Purchaser, Aditya Acquisition Company Ltd. and the Company, incorporated by reference to the Schedule 13D.*
 
(d)(B)
Amendment No. 1 to Agreement of Merger, dated as of July 23, 2007, among Purchaser, Aditya Acquisition Company Ltd. and the Company, incorporated by reference to the Schedule 13D.*
 
(d)(C)
Option Letter Agreement, dated as of May 18, 2007, among Taro Development Corporation, Barrie Levitt, Tal Levitt, Daniel Moros, Jacob Levitt and Purchaser, incorporated by reference to the Schedule 13D.*
  
 
 
 
  
(d)(D)
Share Purchase Agreement, dated as of May 18, 2007, among Purchaser and the Company, incorporated by reference to the Schedule 13D.*
 
(d)(E)
Agreement and Plan of Merger, dated as of May 18, 2007, among Sun Pharmaceutical Industries, Inc., Sun Development Corporation I, Taro Development Corporation, Barrie Levitt and Daniel Moros, incorporated by reference to the Schedule 13D.*
 
(d)(F)
Voting Agreement, dated as of May 18, 2007, between Purchaser and Barrie Levitt.*
 
(d)(G)
Voting Agreement, dated as of May 18, 2007, between Purchaser and Daniel Moros.*
 
(d)(H)
Voting Agreement, dated as of May 18, 2007, between Purchaser and Tal Levitt.*
 
(d)(I)
Voting Agreement, dated as of May 18, 2007, between Purchaser and Taro Development Corporation.*
 
(d)(J)
Voting Agreement, dated as of May 18, 2007, between Purchaser and Morley & Company, Inc.*
 
(d)(K)
Voting Agreement, dated as of May 18, 2007, between Sun Pharmaceutical Industries, Inc. and Barrie Levitt.*
 
(d)(L)
Voting Agreement, dated as of May 18, 2007, between Sun Pharmaceutical Industries, Inc. and Daniel Moros.*
 
(d)(M)
Voting Agreement, dated as of May 18, 2007, between Sun Pharmaceutical Industries, Inc. and Tal Levitt.*
 
(d)(N)
Voting Agreement, dated as of May 18, 2007, between Sun Pharmaceutical Industries, Inc. and Jacob Levitt.*
 
(d)(O)
Warrant, dated as of May 18, 2007, issued by the Company to Sun, incorporated by reference to the Schedule 13D.*
 
(d)(P)
Warrant No. 2, dated as of August 1, 2007, issued by the Company to Sun, incorporated by reference to the Schedule 13D.*
 
(d)(Q)
Registration Rights Agreement, dated as of May 18, 2007, between the Company and Purchaser, incorporated by reference to the Schedule 13D.*
 
(d)(R)
Assignment and Assumption Agreement, dated as of June 24, 2008, between Purchaser and Sun, incorporated by reference to Schedule 13D.*
 
(d)(S)
Irrevocable Trust Agreement, dated as of June 29, 2008, between Purchaser and Ubank Trust Company Ltd.*
  
 
 
 
  
(d)(T)
A letter of demand for delivery pursuant to the Option Agreement, dated August 27, 2008, from Purchaser to Taro Development Corporation, Barrie Levitt, Tal Levitt, Jacob Levitt and Daniel Moros.*
 
(d)(U)
A letter from Sun’s Chairman and Managing Director, Dilip Shanghvi, to the Company’s Board of Directors, dated January 2, 2009, regarding proposed settlement terms for the STO Litigation.*
 
(d)(V)
A letter from Sun’s Chairman and Managing Director, Dilip Shanghvi, to the Company’s Board of Directors, dated January 7, 2009, in response to the letters from Dr. Levitt, dated January 4 and January 6, 2009.*
 
(d)(W)
A letter of demand for delivery pursuant to the Option Agreement, dated September 9, 2010, from Purchaser to Taro Development Corporation, Barrie Levitt, Tal Levitt, Jacob Levitt and Daniel Moros.
 
(g)
Not applicable.
 
(h)
Not applicable.