The Board of Directors presents the Company’s thirty-fourth Annual Report and the Company’s audited financial statements(standalone and consolidated) for the financial year ended March 31,2025.
The Company’s financial performance for the year ended March 31, 2025 is summarised below:
(H in million)
Standalone
Consolidated
Particulars
Year ended March31, 2025
Year ended March31,2024
Year ended March31,2025
Year ended March31, 2024
Revenue from Operations
30,301.63
37,550.91
44,816.08
45,063.67
Other Income
406.80
57.77
129.19
44.02
Total Income
30,708.43
37,608.68
44,945.27
45,107.69
Earnings Before Interest, Tax, Depreciationand Amortisation (EBITDA)
6,054.84
8,071.37
9,581.55
8.603.82
Add: Exceptional Items
307.5
-
Less: Finance Costs
627.80
719.98
1,032.38
1,058.21
Less: Depreciation
1,462.30
1,438.48
2,255.01
2,073.32
Profit Before Tax
4,272.24
5,912.91
6,601.66
5,472.29
Less: Tax Expenses
1,078.88
1,553.73
1,586.50
1,419.18
Profit for the year
3,193.36
4,359.18
5,015.16
4,053.10
Dividends paid
363.55
363.06
Note: The above figures are extracted from the standalone and consolidated financial statements of the Company.
Standalone Financial Summary: On a standalone basis,the revenue from operations was H 30,301.63 million inFY 2024-25 as against H 37,550.91 million for FY 2023-24 andthe net profit after tax was H 3,193.36 million in FY 2024-25 asagainst H 4,359.18 million for FY 2023-24.
Consolidated Financial Summary: On a consolidatedbasis, the revenue from operations was H 44,816.08 million inFY 2024-25 as against H 45,063.67 million for FY 2023-24 and thenet profit after tax was H 5,015.16 million in FY 2024-25 as againstH 4,053.10 million for FY 2023-24.
For more details, please refer to the Management Discussionand Analysis report.
On a standalone basis, the Finished Dosages (FD) businesscontributed the largest share of revenue of the Company at65.20% while Pharmaceutical Finished Intermediates (PFI) andActive Pharmaceutical Ingredients (API) contributed 14.68%and 20.12% respectively while it was 56.71%, 17.12% and26.17% for FD, PFI and API respectively for the FY 2023-24.
In FY 2024-25, the Company on a standalone basis filed sevenANDAs with the USFDA, nine MAA’s in the European region andone OTC application in Canada. The Company also filed six USDMFs, which will be used to build future revenue from the APIbusiness. The Company received six USFDA approvals andone approval in Canada. The management believes that it will
continue to strengthen its position through dedicated researchand the launch of new products. The Company launched nineproducts in the US market.
Vertical integration has always been the strength and focusarea of the Company. It will continue its focus on its corebusiness and strengthen it by enhancing its market presencethrough backward integration strategies, improving operationalefficiencies and continuous supply chain management. Thenon-core business will also be given equal focus and theCompany shall endeavour towards adding new products,cost leadership and most importantly offering reliable andconsistent services to all the customers. The Company’s goalof transforming more of its business into the finished dosagebusiness will continue and with this objective, the Company willcontinue to grow as an integrated Pharmaceutical Companysustainably and responsibly.
The Board of Directors has recommended a final dividend ofH1.50 /- per equity share (Face value H 1/- per equity share) forthe financial year 2024-25, same as the dividend paid in theprevious financial year.
The dividend payout is in accordance with the Company’sDividend Distribution Policy. The Dividend Distribution Policy ofthe Company may be accessed on the Company’s website athttps://granulesindia.com/wp-content/uploads/pdf/Dividend-Distribution-policy.pdf.
There have been no material changes and commitmentsaffecting the financial position of the Company between the endof the financial year and the date of this report. There has beenno change in the business of the Company.
The authorized share capital of the Company is 50,50,00,000equity shares of H 1/- each. The paid-up share capital is24,25,43,716 equity shares of H 1/- each.
The Company had allotted 1,75,000 equity shares of H 1/- eachduring the year upon the exercise of an equal number of stockoptions by the employees pursuant to the Employees StockOption Scheme(s) of the Company.
In terms of Section 124(5) of the Companies Act, 2013 read withInvestor Education and Protection Fund Authority (Accounting,Audit, Transfer and Refund) Rules, 2016, unclaimed dividendsamounting to H 10,16,484/- (Ten Lakhs Sixteen Thousand fourhundred and eighty four rupees only) pertaining to the finaldividend for the financial year 2016-17 and up to the third interimdividend for the financial year 2017-18 was transferred duringthe year under review to the Investor Education and ProtectionFund established by the Central Government. Further, duringthe year under review, the Company transferred 14,897 equityshares to the Investor Education and Protection Fund relatingto the investors who have not claimed any dividend for the lastseven consecutive years.
The details of the investors whose dividend amount and shares aretransferred are available on the website of the Company at https://granulesindia.com/investors/investor-resources/unclaimed-dividend-shares-transferred-to-iepf/.
Mrs. Chaitanya Tummala, Company Secretary & ComplianceOfficer is designated as the Nodal Officer under the provisionsof IEPF. The contact details can be accessed on the website ofthe Company at https://granulesindia.com/.
Management’s Discussion and Analysis Report for the yearunder review, as stipulated under regulation 34(2) of theListing Regulations, is presented in a separate section, formingpart of the annual report.
SUBSIDIARY COMPANIES, THEIR PERFORMANCE ANDDEVELOPMENTS
Granules USA, Inc.
Granules USA, Inc., a wholly-owned foreign subsidiary of theCompany, caters to the business-to-business segment of the
US market. During the FY 2023-24, the Company achieveda turnover of H 8,119.36 million for FY 2024-25 against theturnover of H 7,187.96 million for FY 2023-24 and the profit aftertax is H (179.25) million against H (188.37) million for FY 2023-24.
Granules Consumer Health, Inc. (GCH) is a wholly-ownedsubsidiary of Granules USA, Inc. GCH primarily focuses onmarketing over-the-counter (OTC) medications to retailers.GCH also operates an USFDA-approved packaging facility inManassas, Virginia, USA to support its business.
Granules USA, Inc., together with GCH has been mergedwith Granules Pharmaceuticals, Inc. with effect fromApril 01, 2025. After the merger, the legal entity of GCH hasbeen converted to an LLC.
Granules Pharmaceuticals, Inc.
Granules Pharmaceuticals, Inc. (GPI), a wholly-owned foreignsubsidiary of the Company located in Virginia, USA focuseson formulation R&D. During the FY 2024-25, the Companyachieved a turnover of H20,740.81 million against the turnoverof H 16,203.76 million for FY 2023-24 and the profit after tax isH 1,877.40 million against H 589.89 million for FY 2023-24.
During the year FY 2024-25, GPI filed two ANDAs with USFDA,approvals for which are awaited. During the year under review,GPI launched six products under its label.
Granules Europe Limited
Granules Europe Limited, a wholly-owned foreign subsidiaryof the Company was dissolved voluntarily with effect fromMarch 18, 2025 due to a strategic change in the business modelof the Company.
Granules Life Sciences Private Limited
Granules Life Sciences Private Limited is a wholly-ownedIndian subsidiary of the Company located in Hyderabad, India.This facility has a finished dosage capacity of 10 billion per annum.
Granules CZRO Private Limited
Granules CZRO Private Limited is a wholly-owned Indiansubsidiary of the Company established for manufacturing greenchemicals. It has successfully commissioned the pilot plant forDicyandiamide (DCDA) at Visakhapatnam and is developing afirst-of-its-kind continuous process for DCDA production.
In addition, the Company is developing alternate technologiesfor para-aminophenol (PAP) production under continuousprocess mode to enable decarbonisation of Paracetamolproduction. Efforts are also underway to adopt green energyand green molecule manufacturing technologies aimed atreducing the overall carbon footprint and achieving net-zeroemissions by 2050.
Granules Peptides Private Limited
Granules Peptides Private Limited was incorporated as awholly-owned Indian subsidiary of the Company in the month ofMarch, 2025 for the acquisition of 100% equity stake inM/s. Senn Chemicals AG, a Switzerland-based Company thatspecialises in custom peptide development & manufacturing,
supporting global clients across the Pharmaceuticals,Cosmetics and Theragnostic industries from earlydevelopment to commercial production. The acquisition wascompleted in April 2025.
The Company is in the process of changing its name toM/s. Ascelis Peptides Private Limited.
The Policy for determining material subsidiaries as approvedby the Board may be accessed on the Company’s websiteat https://granulesindia.com/wp-content/uploads/2024/03/Policy-on-Material-Subsidiaries.pdf.
The Company has no joint venture or associate Company duringthe period under review.
No other Company except M/s. Granules Peptides PrivateLimited has become or ceased to be a Company’s subsidiary, jointventure or associate Company during the period under review.
As per the provisions of Section 129 of the Companies Act, 2013read with Companies (Accounts) Rules, 2014, a separatestatement containing the salient features of the financialstatements of the subsidiary Companies is prepared in Form AOC-1and it forms part of the consolidated financial statements.
The consolidated financial statements of the Company and itssubsidiaries for FY 2024-25 are prepared in compliance withsection 129(3) of the Companies Act, 2013 and regulation 34of the Listing Regulations and in accordance with the IndianAccounting Standards (Ind AS) notified under the Companies(Indian Accounting Standards) Rules, 2015. The auditedconsolidated financial statements together with the auditor’sreport thereon form a part of this annual report. The consolidatedfinancial statements have been prepared on the basis of auditedfinancial statements of the Company and its subsidiaries asapproved by their respective Boards. As per the provisionsof section 136 of the Companies Act, 2013, the Companyhas placed separate audited accounts of its subsidiaries onits website at https://granulesindia.com/investors/financial-reports/annual-accounts-of-subsidiaries-jvs/ and a copy ofseparate audited accounts of its subsidiaries will be provided tothe members at their request till the date of the Annual GeneralMeeting of the Company.
The Company has complied with Secretarial Standards issuedby the Institute of Company Secretaries of India.
Pursuant to the requirement of section 134(5) of the CompaniesAct, 2013, with respect to the Director’s ResponsibilityStatement, the Board of Directors of the Company to the bestof their knowledge and ability hereby confirm that:
a) in the preparation of the annual accounts for the yearended March 31, 2025, the applicable accountingstandards have been followed and there are no materialdepartures from the same;
b) accounting policies have been selected and applied themconsistently and made judgments and estimates that arereasonable and prudent so as to give a true and fair viewof the state of affairs of the Company as at March 31,2025and of the profit and loss of the Company for the yearended on that date;
c) proper and sufficient care has been taken for themaintenance of adequate accounting records inaccordance with the provisions of the Companies Act,2013 for safeguarding the assets of the Company and forpreventing and detecting fraud and other irregularities;
d) the annual accounts have been prepared on a goingconcern basis for the financial year ended March 31,2025;
e) adequate internal financial controls for the Companyto follow have been laid down and these are operatingeffectively; and
f) proper and adequate systems have been devised toensure compliance with the provisions of all applicablelaws and these systems are operating effectively.
The Company is committed to maintaining the higheststandards of corporate governance and adhering to thecorporate governance requirements set out by the Securitiesand Exchange Board of India (SEBI). The report on corporategovernance as stipulated under the Listing Regulations formsan integral part of this report. The requisite certificate from thesecretarial auditor of the Company confirming compliance withthe conditions of corporate governance is attached to the reporton corporate governance.
The Business Responsibility & Sustainability Report for theyear under review, as stipulated under regulation 34(2) (f) of theListing Regulations, is presented in a separate section, formingpart of the annual report.
All related party transactions entered by the Company during thefinancial year 2024-25 with related parties were in the ordinarycourse of business and are on an arm’s length basis. During theyear, except for the wholly-owned subsidiaries, the Companyhad not entered into any transaction with related parties whichcould be considered material in accordance with the policy ofthe Company on the materiality of related party transactions.
The Policy on the materiality of related party transactions anddealing with related party transactions as approved by the
Board may be accessed on the Company’s website at https://granulesindia.com/wp-content/uploads/2025/02/Granules-Related-Partv-Transactions-Policv-Updated-24.01.2025.pdf
The particulars of transactions with related parties referred toin section 188(1) are prepared in Form No. AOC-2 pursuantto clause (h) of sub-Section (3) of section 134 of the Act andRule 8(2) of the Companies (Accounts) Rules, 2014 and thesame is annexed herewith as Annexure IV to the Board’s report.
The details of the transactions with related parties were alsoprovided in the notes to the financial statements.
The Sustainability & Corporate Social Responsibility Committeeis comprised of four members out of which two are IndependentDirectors. The details of the constitution of the Committee andits meetings are provided in the corporate governance report.The CSR activities of the Company are governed through theCorporate Social Responsibility Policy (CSR Policy) approvedby the Board and in compliance with Schedule VII of the Act.The CSR Policy may be accessed on the Company’s websiteat https://granulesindia.com/wp-content/uploads/pdf/other-information/8328CSR%20Policy.pdf
During the year under review, the Company has spentH 118.90 million on CSR activities. The annual report on CSRactivities is annexed herewith as Annexure I to the Board’s report.
During the year under review, the Committee comprised threemembers and the details of the constitution of the Committeeand its meetings are provided in the corporate governancereport. The Chairman of the Committee and all other membersare Independent Directors, thereby resulting in independent andunbiased decisions.
The Performance Evaluation and Remuneration Policy framed bythe Committee and approved by the Board is directed towardsrewarding the performance of Executive and Non-ExecutiveDirectors, Key Managerial Personnel and Senior ManagementPersonnel of the Company based on a review of achievementsperiodically. The Performance Evaluation and RemunerationPolicy may be accessed on the Company’s website at https://granulesindia.com/wp-content/uploads/2023/06/performance-evaluation-and-remuneration-policy-2023.pdf
The Company has a Risk Management Committee of the Boardand the details of the Committee and its terms of reference areset out in the corporate governance report.
The Risk Management Committee has been entrusted with theresponsibility to:
(a) oversee and approve the Company’s enterprise riskmanagement framework;
(b) oversee all the risks that the organization faces such asfinancial, operational, sectoral, sustainability (particularly,
ESG-related risks), information, cyber security risks or anyother risk as may be determined by the Committee;
(c) ensure that appropriate methodology, processes, andsystems are in place to monitor, evaluate and mitigaterisks associated with the business of the Company.
The Company has a proper process for risk management.
Internal financial controls are an integrated part of the riskmanagement process, addressing financial and financialreporting risks. The internal financial controls have beendocumented, digitized and embedded in the businessprocesses. An assurance of the effectiveness of internal financialcontrols is obtained through management reviews, controlself-assessment, continuous monitoring by functional expertsas well as testing of the internal financial control systems byexternal consultants on behalf of the management at leastonce a year. We believe that these systems provide reasonableassurance that our internal financial controls are designedeffectively and are operating as intended.
The Company continues to engage M/s. Dhanunjaya &Haranath, Chartered Accountants as its internal auditors. Duringthe year, the Company continued to implement its suggestionsand recommendations to improve internal controls. Theirscope of work includes a review of the operational efficiency,the effectiveness of systems & processes, compliance andassessing the robustness of the internal control systems in allareas of operations and the financial closure process. Internalauditor’s findings are discussed and suitable corrective actionsare taken as per the directions of the Audit Committee on anongoing basis to improve the performance of the Company.
The Company’s internal control systems are well establishedand are commensurate with the nature of its business, the sizeand complexity of its operations. The Audit Committee reviewsthe adequacy and effectiveness of the Company’s internalcontrol environment and monitors the implementation of auditrecommendations. The recommendations/suggestions of theinternal auditors are discussed in the Audit Committee meetings.
Assessment and appointment of members to the Board arebased on a combination of the criteria that include ethics,personal and professional stature, domain expertise, genderdiversity and specific qualifications required for the position.While appointing the Independent Directors, the potential Boardmember is also assessed on the basis of the independencecriteria defined in Section 149(6) of the Act, and regulation16(1)(b) of the Listing Regulations.
Retirement by Rotation
In accordance with the provisions of Section 152 of theCompanies Act, 2013 and the Articles of Association
of the Company, Mr. K.B. Sankar Rao, (DIN: 05167550)Non-Executive Director of the Company retires by rotation atthe ensuing Annual General Meeting and being eligible, hasoffered himself for re-appointment.
The Board recommends the above re-appointment to theshareholders. The notice convening the 34th Annual GeneralMeeting to be held on August 07, 2025 sets out the details.
The Company has received declarations from all the IndependentDirectors of the Company confirming that they meet the criteriaof independence as prescribed both under the Companies Actand the Listing Regulations.
The Board of Directors has complete access to the informationwithin the Company. Independent Directors have the freedom tointeract with the Company’s management. Interactions happenduring the Board / Committee meetings when executives ofthe Company are asked to make presentations about theperformance of the Company. Apart from this, they also haveindependent interactions with the statutory auditors, the internalauditors and external advisors appointed from time to time.Further, they meet without the presence of any managementpersonnel and their meetings are conducted to enable theIndependent Directors to discuss matters about the Company’saffairs and put forth their combined views to the Board ofDirectors of the Company.
Key Managerial Personnel
The following have been designated as the key managerialpersonnel of the Company pursuant to section 2(51) and 203 ofthe Companies Act, 2013 read with the Companies (Appointmentand Remuneration of Managerial Personnel) Rules, 2014:
Dr. Krishna Prasad Chigurupati - Chairman and Managing Director
Dr. Kandiraju Venkata Sitaram Rao - Joint Managing Director & CEO
Mrs. Uma Devi Chigurupati - Executive Director
Mr. Harsha Chigurupati - Executive Director
Mrs. Priyanka Chigurupati - Executive Director
Mr. Mukesh Surana - Chief Financial Officer
Ms. Chaitanya Tummala - Company Secretary
The Company has devised a policy for the performanceevaluation of the Independent Directors, Board, Committeesand other individual Directors and also includes criteria forperformance evaluation of the Non-Executive Directorsand Executive Directors. Pursuant to the provisions of theCompanies Act, 2013 read with the Rules issued thereunder andthe Listing Regulations (including any statutory modification(s)or re-enactment(s) for the time being in force), the process
for annual evaluation of the performance of the Board, itsCommittees and individual Directors was carried out.
The performance of the Board and individual Directorswas evaluated by the Board after seeking input from all theDirectors. The criteria for performance evaluation of the Boardincluded aspects such as Board composition and structure, theeffectiveness of Board processes, contribution to long-termstrategic planning, etc. The performance of the Committeeswas evaluated by the Board after seeking input from theCommittee Members.
In a separate meeting, the Independent Directors evaluated theperformance of Non-Independent Directors and the performanceof the Board as a whole including the Chairman of the Board.
The Company’s Employees Stock Option Schemes viz.ESOS-2009 & ESOS-2017 have been in place and the Companyhas made grants under ESOS-2009 & ESOS-2017 to the eligibleemployees of the Company and its subsidiaries. The Nominationand Remuneration Committee of the Board of Directors of theCompany, inter alia, administers and monitors the Employees’Stock Option Schemes. The Company did not make any grantunder ESOS- 2017 during the FY 2024-25. There has not beenany material change in the Employee Stock Option Schemesduring the financial year under review. The Schemes andtheir implementation are in line with the SEBI (Share BasedEmployee Benefits and Sweat Equity) Regulations, 2021 (“SBEBRegulations”) as amended thereof.
The applicable disclosures as stipulated under the SEBIguidelines as of March 31, 2025 (cumulative position) about theEmployee’s Stock Option Schemes are herein under-provided.The issue of equity shares pursuant to the exercise of optionsdoes not affect the Statement of Profit and Loss of the Company,as the exercise is made at the market price prevailing as on thedate of the grant plus taxes as applicable.
The Nomination and Remuneration Committee of the Board ofDirectors of the Company, inter alia, administers and monitorsthe Employees’ Stock Option Scheme. There has not been anymaterial change in the Employee Stock Option Schemes duringthe period under review. The Schemes and their implementationare in line with the SBEB Regulations as amended thereof.
Under regulation 13 of the SBEB Regulations, a certificatefrom M/s. Saurabh Poddar & Associates, Practicing CompanySecretaries is annexed herewith as Annexure-II to theBoard’s report.
The details of the stock options granted/vested/exercisedunder the Granules India Limited - ESOS 2009 approved bythe members in the 18th Annual General Meeting and GranulesIndia Limited -ESOS 2017 approved by the members in the 26thAnnual General Meeting, are given below:
Sl.
Description
Details of Scheme
no.
ESOS-2009 ESOS-2017
(a)
Options granted till date under the scheme
15,602,800
2,50,000
(b)
Pricing formula
Closing market price as on the datebefore the grant date on the NationalStock Exchange (where there was the
highest trading volume).
(c)
Options vested during the year
NIL
(d)
Options exercised during the year
50,000
1,25,000
(e)
Total number of shares arising as a result of the exercise of options
(f)
Options lapsed/surrendered during the year
(g)
Options lapsed/surrendered to date under the scheme
92,00,272
1,00,000
(h)
Variation in terms of options
(i)
Money realized by exercise of options during the year
58,50,000 4,41,25,000
(j)
Total number of options in force
64,02,528
(k)
Employee-wise details of options granted during the year
NA
(k)(i)
Senior managerial personnel
(k)(ii)
Any other employee who receives a grant in any one year of options amountingto 5% or more of options granted during the year.
Identified employees who were granted an option, during any one year, equal
(iii)
to or exceeding 1% of the issued capital (excluding outstanding warrants andconversions) of the company at the time of grant.
(l)
Diluted Earnings per share (EPS) under the issue of shares on exercise ofoptions calculated by Accounting Standards - Earning per share.
H 13.17 per share
(m)
Where the company has calculated the employee compensation cost usingthe intrinsic value of the stock options, the difference between the employeecompensation cost shall have been recognised if it had used the fair value of theoptions.
Not Applicable
(n)
The weighted-average exercise price, whose exercise price either equals or
H 117.00/- per H 353.00/- per
exceeds or is less than the market price of the stock
share
(o)
Description of the method and significant assumptions used during the year to
The assumptions and model
used for
estimate the fair values of options.
estimating fair value are disclosed in Note27 of the Standalone financial statements.
Statutory Auditors
M/s. S.R. Batliboi & Associates LLP, a Firm of CharteredAccountants, Hyderabad was appointed as the statutoryauditors of the Company for a term of 5 (five) consecutive years,at the 31st Annual General Meeting held on July 27, 2022. Theyhave confirmed that they are not disqualified from continuing asauditors of the Company.
The notes on the financial statement referred to in theauditors’ report are self-explanatory and do not call for anyfurther comments. The auditors’ report does not contain anyqualification, reservation, adverse remark or disclaimer.
Secretarial Auditor
The Board has appointed M/s. Saurabh Poddar & Associates,Company Secretaries, to conduct a secretarial audit for thefinancial year 2024-25. The secretarial audit report of theCompany and its material unlisted Indian subsidiary for thefinancial year ended March 31, 2025 is annexed herewith asAnnexure III to the Board’s report. The secretarial audit reportdoes not contain any qualification, reservation or adverse remark.
Subject to the approval of the members, the Board on therecommendations of the Audit Committee, approved theappointment of M/s. Saurabh Poddar & Associates, CompanySecretaries (Registration No. S2012AP177700) as the secretarialauditor of the Company for a period of 5 (five) consecutive yearsfrom the conclusion of 34th AGM till the conclusion of the 39thAGM. Further, Mr. Saurabh Poddar, Proprietor of M/s. SaurabhPoddar & Associates, Company Secretaries had confirmed thathe meets the criteria for appointment specified in regulation24 (A) of listing regulations, section 203 and all other applicableprovisions of the Act. Further, the Company has also receiveda copy of the Peer Review Certificate issued by the Instituteof Company Secretaries of India to the said auditor and adeclaration that the firm is not disqualified for the appointmentunder the Act & listing regulations.
Meetings of the Board
Six meetings of the Board of Directors were held during theyear. The particulars of meetings held and attended by eachDirector are detailed in the Corporate Governance report, whichforms part of this report.
Audit Committee
The Audit Committee is comprised of four (4) Membersout of which three (3) are Independent Directors and one (1)is an Executive Director. During the year under review, fiveCommittee meetings were held, details of which are provided inthe Corporate Governance report. During the year under review,there were no instances when the recommendations of theAudit Committee were not accepted by the Board.
Vigil Mechanism & Whistleblower Policy
The Company has established a mechanism for Directors andemployees of the Company to report concerns about unethicalbehaviour, actual or suspected fraud, or violation of the Code.It also provides adequate safeguards against the victimizationof employees who avail of the mechanism and allows directaccess to the Chairperson of the Audit Committee in exceptionalcases. During the year, no person was denied access to theAudit Committee.
The Vigil Mechanism & Whistleblower policy may beaccessed on the Company’s website at https://granulesindia.com/wp-content/uploads/2025/02/GIL-Whistle-blower-policy-Jan-2025.pdf
Code of Conduct
A declaration regarding compliance with the code of conductsigned by the Company’s Joint Managing Director & CEO ispublished in the Corporate Governance report, which formspart of the annual report.
Particulars of Loans given, Investments made,Guarantees given and Securities provided
Particulars of loans given, investments made, guarantees givenand securities provided are provided in the standalone financialstatement (Please refer to Note No.4A, 4B, 7C and 26(b) to thestandalone financial statement).
Conservation of Energy, Technology Absorption andForeign Exchange Earnings and Outgo
The particulars relating to the conservation of energy, technologyabsorption, foreign exchange earnings and outgo, as requiredto be disclosed under the Act, are annexed herewith asAnnexure V to the Board’s report.
Annual Return
Pursuant to section 92(3) read with section 134(3)(a) of theAct, the Annual Return as of March 31, 2025 is placed onthe website of the Company and may be accessed on theCompany’s website at https://granulesindia.com/investors/notice-disclosures/annual-returns/.
Particulars of Employees and Related Disclosures
Disclosures pertaining to remuneration and other details asrequired under section 197(12) of the Act, read with Rule 5(1) ofthe Companies (Appointment and Remuneration of ManagerialPersonnel) Rules, 2014, are annexed herewith as Annexure VIto the Board’s report.
In terms of the provisions of section 197(12) of the Act readwith Rules 5(2) and 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, asamended thereof, a statement showing the names and otherparticulars of the employees drawing remuneration over thelimits set out in the said rules forms part of this report.
Considering the first proviso to section 136 (1) of the Act, theannual report, excluding the aforesaid information is beingsent to the members of the Company. The said information isavailable for inspection by the members at the registered officeof the Company or through electronic mode during businesshours on working days up to the date of the forthcoming 34thAGM of the Company. Any member interested in obtaining acopy thereof may write to the Company Secretary in this regard.
The Directors further state that the remuneration paid to theKey Managerial Personnel and Senior Management Personnelis as per the Company’s Performance Evaluation andRemuneration Policy.
Remuneration from Subsidiaries
Mrs. Priyanka Chigurupati has received a consideration forsettlement of employee stock option of H 57.04 million fromGranules Pharmaceuticals, Inc., a wholly-owned foreign subsidiaryof the Company in the Financial year ended on March 31,2025.
Maintenance of Cost Records specified by the CentralGovernment under Section 148 of the Companies Act,2013
The Company has complied with the provisions relating tothe maintenance of Cost Records as specified by the CentralGovernment under section 148 of the Companies Act, 2013during the year under review.
Policy on Sexual Harassment and Constitution of InternalComplaints Committee under the Sexual Harassmentof Women at Workplace (Prevention, Prohibition andRedressal) Act, 2013
The Company has a Policy on “Prevention of Sexual Harassmentof Women at Workplace” for the matters connected therewithor incidental thereto covering all the aspects as containedunder the “The Sexual Harassment of Women at Workplace(Prohibition, Prevention and Redressal) Act, 2013” andconstituted an Internal Complaints Committee under the SexualHarassment of Women at Workplace (Prevention, Prohibitionand Redressal) Act, 2013.
No complaints were pending at the beginning of the year. Duringthe year under review, one concern/complaint was reported andresolved. No complaint was pending for more than ninety daysand as of the end of the financial year.
The Company regularly conducts awareness programsfor the employees.
No disclosure or reporting is required in respect of the followingmatters, as there were no transactions on these items duringthe year under review:
• Details relating to deposits covered under Chapter V of the Act.
• Issue of equity shares with differential rights as to dividend,voting or otherwise.
• Issue of shares (including sweat equity shares) to employeesof the Company under any scheme save and except theEmployee Stock Option Scheme referred to in this report.
• The Company does not have any scheme of provision ofmoney for the purchase of its shares by employees or bytrustees for the benefit of employees.
• Cost Audit is not applicable for the financial year 2024-25.
• No significant or material orders were passed by the Regulatorsor Courts or Tribunals which impact the going concern statusand the Company’s operations in the future.
• No fraud has been reported by the auditors to the AuditCommittee or the Board.
• There are no proceedings pending under the Insolvency andBankruptcy Code, 2016.
• There was no instance of a one-time settlement with any Bankor Financial Institution.
We express our sincere appreciation and thank our valuedshareholders, customers, bankers, business partners/associates, analysts, financial institutions, insurance companiesand Central and State government departments for theircontinued support towards the Company.
We are pleased to record our appreciation of the sincere anddedicated services of the employees and workforce at all levels.
On behalf of the Board of Directors
Dr. Krishna Prasad Chigurupati
Chairman and Managing Director
Hyderabad, May 28, 2025 DIN: 00020180