Your Directors have pleasure in presenting the fourteenth Annual Report on business and operations of the Company togetherwith the Audited Financial Statements of the Company for the Financial Year (F.Y.) ended 31 March 2025
Pursuant to the resolutions passed by the Board of Directors (“the Board”) and the members and upon receipt of freshcertificate of incorporation from Registrar of Companies, Pune, Maharashtra, name of Glenmark Life Sciences Limitedis changed to Alivus Life Sciences Limited with effect from 17 December 2024. The change of name has not affectedany of the rights of the Company or of the members / stakeholders of the Company. Further, with the name change, theobjects and the line of business remains unaltered.
Memorandum of Association and Articles of Association of the Company were altered consequent upon change in nameof the Company.
The Company's financial performance for the year under review along with previous years' figures is given hereunder:
(' in Million)
Particulars
For the F.Y. ended31 March 2025
For the F.Y. ended31 March 2024
Net Sales/Income from operations
Income from operations
23,868.84
22,832.14
Other Income
345.70
120.42
Total Income
24,214.54
22,952.56
Total Expenses
17,673.23
16,639.66
Profit before exceptional and extraordinary items and tax
6,541.31
6,312.90
Less: Exceptional Items
-
Profit Before Tax
Less: Current tax
1,624.40
1,522.14
Less Deferred Tax
60.64
81.88
Net Profit After Tax
4,856.27
4,708.88
Total Income: Our total income increased by5.5% to ' 24,214.54 million for the F.Y. 2025 from' 22,952.56 million for the F.Y. 2024, primarily dueto growth momentum across regulated as well asemerging markets.
Revenue from Operations: Our revenue fromoperations increased by 4.5% to ' 23,868.84 millionfor the F.Y. 2025 from ' 22,832.14 million for theF.Y. 2024. Our revenue from the sale of productsincreased by 7.1% to ' 23,398.35 million for the
F.Y. 2025 from ' 21,847.70 million for the F.Y. 2024,majorly due to strong growth momentum acrossregulated as well as emerging markets. Our otheroperating revenue decreased by 52.2% to ' 470.49million for the F.Y. 2025 from ' 984.44 million forthe F.Y. 2024, primarily due to absence of productionlinked incentive (PLI) in the current year.
Other Income: Our other income increased to' 345.70 Million for the F.Y. 2025 from ' 120.42million for the F.Y. 2024, primarily due to interestearned through investment in the Fixed Deposits andMutual Funds.
Cost of Materials: Cost of materials increased by7.9% to ' 10,808.52 million for the F.Y. 2025 from' 10,020.10 million for the F.Y. 2024. This increase isdue to product mix.
Employee Benefits Expenses: The expensesdecreased by 2.5% to ' 2,516.96 million for FY25from ' 2,581.56 million for the FY24, due to absenceof one-time performance bonus to the SeniorManagement, slightly offset by annual increment andrise in headcount.
Depreciation and Amortization Expense: Our
depreciation and amortization expenses increasedby 13.4% to ' 606.09 million for the F.Y. 2025 from' 534.52 million for the F.Y. 2024, primarily due tobrownfield expansion in the existing plants viz. Dahejand Ankleshwar and greenfield expansion at theSolapur (Chincholi) site.
Other Expenses: Other expenses increased by 6.6%to INR 3,718 million for the financial year 2025from INR 3,488 million for the financial year 2024,primarily due to an increase in repair and maintenanceby 31.7% to INR 499 million for the financial year2025 from INR 379 million for the financial year2024, an increase in Freight outward by 60.0% toINR 195 million for the financial year 2025 from INR122 million for the financial year 2024, an increasein Sales Promotion expenses by 58.6% to INR 184million for the financial year 2025 from INR 116million for the financial year 2024 and an increasein utility charges by 4.2% to INR 1172 million forthe financial year 2025 from INR 1125 million forthe financial year 2024. Increase in other expensesslightly offset by decrease in labour charges by 10.6%to INR 658 million for the financial year 2025 fromINR 737 million for the financial year 2024.
Total Tax Expense: Our total tax expenses increasedto ' 1,685.04 million for the F.Y. 2025 from ' 1,604.02million for the F.Y. 2024, primarily in line with profitbefore tax.
Profit for the Year: As a result of the foregoing, ournet profit increased to ' 4,856.27 million for theF.Y. 2025 from ' 4,708.88 million for the F.Y. 2024.
4. Dividend:
Pursuant to Regulation 43A of the Securities andExchange Board of India (Listing Obligations andDisclosure Requirements) Regulations, 2015, asamended (“Listing Regulations”), the Board hasapproved and adopted a Dividend Distribution Policy.The Dividend Distribution Policy are available on theCompany's website at https://bunny-wp-pullzone-zhbiessutg.b-cdn.net/alivus_pdfs/investors/corporate_governance/Dividend-distribution-policy.pdf.
In line with the said Policy, the Board hasrecommended a Dividend of 250% (' 5/- per equityshare of ' 2 each) to be appropriated from the profitsof the F.Y. 2024-25 subject to the approval of theShareholders at the ensuing Annual General Meeting('AGM'). The dividend will be paid in compliance withapplicable Section of the Companies Act, 2013 ('Act')& Listing Regulations. The dividend, if approved,will result approximately in an outflow of ' 613.15million.
5. Taxation on Dividend:
As per the provisions of the Income Tax Act, 1961,as amended by and read with the provisions of theFinance Act, 2020, with effect from 1 April 2020,dividend declared and paid by the Company is taxablein the hands of shareholders. The Company shall,therefore, be required to calculate deduction of taxat source (TDS) at the time of payment of dividend atthe applicable rates.
6. Integrated Report:
The Company has voluntarily provided the IntegratedReport, which includes both financial and non¬financial information.
The Integrated Report also covers aspects such asmateriality assessment, forward looking strategy,value creation model, corporate governance, riskmanagement, performance and prospects of valuecreation based on the six forms of capitals viz.Financial, Manufactured, Intellectual, Human, Socialand Relationship and Natural.
7. Amount Proposed to beCarried to any Reserves:
The Company has not transferred any amount togeneral reserves for the F.Y. 2024-25.
8. Corporate Governance:
The Company is committed to follow the bestCorporate Governance practices, including therequirements under the Listing Regulations andthe Board is responsible to ensure the same fromtime to time. The Company has duly complied withthe Corporate Governance requirements. Further,a separate section on Corporate Governance incompliance with the provisions of Regulation 34of the Listing Regulations read with Schedule V ofthe said regulations, along with a certificate froma Practicing Company Secretary confirming thatthe Company is and has been compliant with theconditions stipulated under aforesaid Regulationsforms part of the Annual Report.
9. Subsidiaries, Joint Venturesand Associate Companies:
The Company does not have any Subsidiary, JointVenture or Associate Company as defined in the Actduring the F.Y. under review.
10. Transfer of UnclaimedDividend to InvestorEducation and ProtectionFund:
In terms of the provisions of Investor Education andProtection/ Investor Education and Protection Fund(Awareness and Protection of Investors) Rules, 2001,there was no unpaid / unclaimed dividends to betransferred during the F.Y. to the Investor Educationand Protection Fund.
11. Directors and Key ManagerialPersonnel:
Ms. Gita Nayyar (DIN 07128438) ceased to be theIndependent Director with effect from the closureof business hours on 22 April 2024. She also ceasedto be the Member of Nomination and RemunerationCommittee of the Company. The Board placed onrecord its appreciation for her invaluable contributionduring her tenure.
Mr. Vijaykumar Ratilal Shah (DIN 00376570)passed away on 26 February 2025 and ceasedto be the Independent Director with effect from26 February 2025. He ceased to be the Chairmanof Risk Management Committee and Member ofStakeholder's Relationship Committee and CorporateSocial Responsibility Committee of the Company.
The Board placed on record its appreciation for hisinvaluable contribution during his tenure.
Mr. Vinod Naik (DIN: 03635487) will retire by rotationand being eligible, offers himself for re- appointmentat the ensuing 14th AGM of the Company. A detailedprofile(s) of Mr. Vinod Naik seeking re-appointmentat the forthcoming AGM as required under SecretarialStandard on General Meetings issued by ICSI isprovided separately by way of an Annexure to theNotice of the AGM.
All Independent Directors have declared that they
meet the criteria of Independence as laid downunder Section 149(6) of the Act and Regulation 16(b)of Listing Regulations.
In terms of Regulation 25(8) of the Listing Regulations,all the Independent Directors have confirmed thatthey are not aware of any circumstance or situation,which exists or may be reasonably anticipated, thatcould impair or impact their ability to discharge theirduties with an objective independent judgment andwithout any external influence.
The Independent Directors of the Company haveconfirmed that they have enrolled themselves inthe Independent Directors' Databank maintainedwith the Indian Institute of Corporate Affairs ('IICA')in terms of Section 150 of the Act read with Rule 6of the Companies (Appointment & Qualification ofDirectors) Rules, 2014, as amended. They have alsoaffirmed compliance to the Conduct for IndependentDirectors as prescribed in Schedule IV of the Act.
During the year, the Non-Executive IndependentDirectors of the Company had no pecuniaryrelationship or transactions with the Company, otherthan sitting fees and reimbursement of expensesincurred by them for the purpose of attendingMeetings of the Board/Committees of the Company.
Independent Directors of the Company are not liableto retire by rotation.
A note on the familiarisation programme adoptedby the Company for orientation and training of theDirector in compliance with the provisions of theAct and Listing Regulation is provided in the Reporton Corporate Governance, which forms Part of thisReport.
Key Managerial Personnel:
In terms of Section 203 of the Companies Act, 2013,the following are the Key Managerial Personnel(KMP) of the Company:
Dr. Yasir Rawjee - Managing Director & CEO
Mr. Vinod Naik - Whole Time Director
Mr. Tushar Mistry - Chief Financial Officer
Mr. Rudalf Corriea - Company Secretary & ComplianceOfficer
12. Application For
Reclassification Under ListingRegulation 31A:
The Company was in receipt of a request fromGlenmark Pharmaceuticals Limited and Mr. GlennSaldanha (collectively as “Outgoing Promoters”) forreclassification from the 'Promoter and Promoter
Group' category to 'Public' category shareholderin accordance with Regulation 31A of Securitiesand Exchange Board of India (Listing Obligationsand Disclosure Requirements) Regulations, 2015,as amended (“Listing Regulations”), pursuant to thedisclosure in relation to intent of Outgoing Promotersto reclassify to public shareholders of the Company.
Pursuant to Regulation 31A of the SEBI ListingRegulations, BSE Limited ('BSE') and National StockExchange of India Limited ('NSE') vide their respectiveletters dated October 22, 2024 granted theirapproval for re-classification of outgoing promotersfrom 'Promoter & Promoter Group' Category to'Public Shareholders' of the Company. Consequently,Glenmark Pharmaceuticals Limited and Mr. GlennSaldanha were re-classified as 'public shareholder'.
13. Board and CommitteeMeetings:
Details of composition, attendance of the Boardof Directors and other details of the Board &its Committees are provided in the CorporateGovernance Report. The Intervening gap betweenthe Meetings was within the period prescribed underthe Act and Listing Regulations.
14. Directors' ResponsibilityStatement:
In accordance with the provisions of Section 134(5)of the Companies Act, 2013 the Directors confirmthat:
a) in the preparation of the annual accounts, theapplicable Accounting Standards have beenfollowed along with proper explanation relatingto material departures, if any;
b) appropriate accounting policies have beenselected and applied consistently and have madejudgments and estimates that are reasonableand prudent so as to give a true and fair viewof the state of affairs of the Company as at31 March 2025 and of the profit of the Companyfor the year ended 31 March 2025;
c) proper and sufficient care has been taken formaintenance of adequate accounting recordsin accordance with the provisions of theCompanies Act, 2013 for safeguarding theassets of the Company and for preventing anddetecting fraud and other irregularities;
d) the annual accounts have been prepared on agoing concern basis;
e) they have laid down internal financial controls tobe followed by the Company and such internalfinancial controls are adequate and wereoperating effectively;
f) proper systems have been devised to ensurecompliance with the provisions of all applicablelaws and such systems were adequate andoperating effectively.
15. Board PerformanceEvaluation:
The Company has devised a Performance EvaluationFramework and Policy, which sets out a mechanismfor the evaluation of the Board, Committees of theBoard and the individual Directors.
Pursuant to the provisions of the Act and ListingRegulations, the Board had carried out an annualevaluation of its own performance and theperformance of its Committees as well as theindividual Directors.
16. Meetings of the Members:
During the year under review, the shareholders metonce. Thirteenth Annual General Meeting of themembers was held on 25 September 2024.
17. Separate Meeting ofIndependent Directors:
A separate Meeting of the Independent Directorsof the Company, without the attendance of Non¬Independent Directors and Members of Management,was held on 7th March 2025 as required underSchedule IV to the Act (Code for IndependentDirectors) and Regulation 25(3) of the SEBI ListingRegulations. All the Independent Directors attendedthe Meeting.
The Independent Directors, inter-alia, reviewed theperformance of Non-Independent Directors, Boardas a whole and Chairman of the Company, takinginto account the views of managing director andnon-executive directors. They also assessed thequality, quantity, timeliness and adequacy ofinformation between the Company's managementand the Board.
18. Management Discussion andAnalysis Report:
The Management Discussion and Analysis Reporton the operations of the Company, is presented in aseparate section forming part of this Annual Report.
19. Auditors and Auditors' Report:
M/s. Walker Chandiok & Co LLP, (FirmRegistration no. 001076N/N500013) CharteredAccountants were appointed as StatutoryAuditors of the Company at the ShareholdersMeeting held on 25 July 2018, for a term of fiveconsecutive years i.e. upto the conclusion ofensuing 12th AGM. Further as per the provisionsof Section 139 of the Act, the Board of Directorsof the Company, on the recommendationof the Audit Committee, recommended there-appointment of M/s. Walker Chandiok &Co LLP, Chartered Accountants for a furtherperiod of five years i.e. upto the conclusion of17th AGM and at annual general meetingheld on 26 September 2023, the shareholdershad approved re-appointment of M/s. WalkerChandiok & Co LLP, Chartered Accountantsfor a further period of five years i.e. upto theconclusion of 17th AGM.
Auditor's Report for the year under review formspart of this annual report. It does not contain anyqualifications, reservations or adverse remarks.
Further, there are no instances of any fraudreported by the Auditors to the Audit Committeeor to the Board pursuant to Section 143(12) ofthe Act.
Pursuant to provisions of Section 204 of theAct and the Companies (Appointment andRemuneration of Managerial Personnel) Rules2014, the Board had appointed M/s. BhadreshShah and Associates, Practicing CompanySecretaries to undertake the Secretarial Audit ofthe Company for the F.Y. 2024 - 25. SecretarialAudit Report in prescribed Form No. MR-3 isannexed to this report as “Annexure I”. Thereare no qualifications or reservations or adverseremarks in the Secretarial Audit Report.
Further, pursuant to the provisions of Regulation24A & other applicable provisions of the SEBIListing Regulations read with Section 204 readwith Rule 9 of the Companies (Appointment andRemuneration of Managerial Personnel) Rules,2014, the Audit Committee and the Board ofDirectors at their respective meetings held on15 May 2025 have approved & recommendedfor approval of Members, appointment ofM/s. Bhadresh Shah and Associates, PracticingCompany Secretaries (COP Number 15957)as Secretarial Auditor for a term of up to5 (Five) consecutive years, to hold office from1 April 2025 up to 31 March 2030.
A detailed proposal for appointment ofSecretarial auditor forms part of the Noticeconvening this AGM.
C. Cost Auditor:
The Company maintains cost records as per theprovisions of Section 148(1) of the Act and thesame are audited by the Cost Auditors.
The Board, on recommendation of AuditCommittee, has appointed M/s. Kirit Mehta& Associates, Practicing Cost Accountantsto audit the cost records of the Company forthe F.Y. 2025 - 26 at a remuneration of ' 0.45million plus applicable taxes and reimbursementof actual travel and out of pocket expenses.Their remuneration is subject to ratification byshareholders at the ensuing Annual GeneralMeeting. Accordingly, resolution seekingMembers' ratification of their remuneration,forms part of the Notice convening the14th Annual General Meeting. Boardrecommends the same for approval of Members.
The Cost Auditors have certified that theirappointment is within the limits of Section 141(3)(g) of the Act and that they are not disqualifiedfrom appointment within the meaning of thesaid Act.
Pursuant to the provisions of Section 138 ofthe Act and the Companies (Accounts) Rules,2014, the Board of the Company has appointedM/s. Shridhar & Associates, to conduct internalaudit for the Company.
The Auditors of the Company have not reportedany fraud as specified under the second provisoof Section 143(12) of the Act (including anystatutory modification(s) or re-enactment(s)thereof for the time being in force).
20. Internal Financial Control (IFC)and its Adequacy:
The Company has laid down an adequate system ofinternal controls, policies and procedures for ensuringorderly and efficient conduct of the business,including adherence to the Company's policies,safeguarding of its assets, prevention and detectionof frauds and errors, accuracy and completeness ofthe accounting records and timely preparation ofreliable financial disclosures.
The current system of IFC is aligned with thestatutory requirements and are adequate andoperating effectively.
Particular
Estimated netproceeds as perProspectus
Revised netproceeds
Utilisation upto30 June 2024
Unutilisedamount as at31 March 2025
Payment of outstanding purchase consideration to thePromoter for the spin-off of the API business from thePromoter into our Company pursuant to the BusinessPurchase Agreement dated 9 October 2018
8,000.00
Funding the capital expenditure requirements
1,527.64
General corporate purposes
576.75
494.40
Total
10,104.39
10,022.04
Effectiveness of IFC is ensured through Managementreviews, controlled self-assessment and independenttesting by the Internal Auditor.
21. Risk Management Policy:
The Company has a Risk Management Policy with theobjective to formalise the process of identification ofpotential risk and adopt appropriate risk mitigationmeasures through a risk management structure.The Risk Management Policy is a step taken bythe Company towards strengthening the existingcontrols. The details of risk management have beenincluded in the Management Discussion and AnalysisReport, which forms part of this report.
22. Particulars of Loans,Guarantees or Investments:
There were no loans, guarantees or investmentsmade by the Company under Section 186 of theCompanies Act, 2013 during the year under reviewand hence the said provision is not applicable.
25. Employee Stock OptionScheme (ESOP):
In compliance with the provisions of Sections 62of the Act and Rules made thereunder and theSecurities and Exchange Board of India (Share BasedEmployee Benefits and Sweat Equity) Regulations,2021 (“the SEBI SBEB Regulations”), the Companyhas formulated an employee stock option scheme,namely, Glenmark Life Sciences Limited EmployeeStock Option Plan, 2021, (the “ESOP Scheme”). TheESOP scheme has been implemented in accordancewith the SEBI SBEB Regulations and in accordancewith the resolution passed by the shareholders atthe Extraordinary General Meeting held on 09 April2021, approving such scheme. ESOP Scheme ofthe Company aims to reward employees for theirperformance as well as to attract and retain talent inthe organization. The Company views the ESOP asan instrument that would enable the Employees to
23. Capital Structure:
During the F.Y. 2024-25, the paid-up equityshare capital of the Company has increased from' 24,50,54,344 to ' 24,50,74,104, consequent toallotment of 9,880 equity shares of ' 2 each uponexercise of stock options under the Employee StockOptions Scheme 2021'.
24. Utilisation of Issue Proceeds:
The net proceeds of the fresh issue were utilised forpayment of outstanding purchase consideration toGlenmark Pharmaceuticals Limited (“the Promoter”)for the spin-off of the API business from thePromoter into our Company pursuant to the BusinessPurchase Agreement dated 9 October 2018, fundingthe Capital Expenditure requirements and GeneralCorporate purposes. The details of utilization ofproceeds by the Company are set out in followingtable and there was no deviation in utilization of theproceeds of IPO:get a share in the value, they create for the Companyin the years to come. 9,51,734 ESOP options havebeen granted to the eligible Employees/Directors atNomination and Remuneration Committee meetingheld on 17 May 2021.
NRC and Board, in adherence to ESOP Scheme andon conclusion of the sale of 75% shareholding fromGlenmark Pharmaceuticals Limited to Nirma Limited,approved the acceleration of vesting of the grantedoptions that have not vested i.e. 6,11,465 optionsunder ESOP 2021, with effect from 16 March 2024,subject to compliance with the minimum statutoryvesting period of one year from the date of grant.
As of 31 March 2024, 8,73,522 options wereoutstanding. During the F.Y. 2024-25, 1,18,715options were cancelled and 9,880 options wereexercised under Employees Stock Options Schemeviz. ESOS' 2021. As of 31 March 2025, 7,44,927options were outstanding and are due for exercise.
The information in compliance with Regulation14 of the Securities and Exchange Board of India(Share Based Employee Benefits and Sweat Equity)Regulations, 2021, as amended, is attached asAnnexure-II and forms part of this Annual Report.
26. Related Party Transactions:
The Company did not have any contracts orarrangements with Related Parties in terms ofSection 188(1) of the Act. Accordingly, the disclosureof Related Party Transactions as required underSection 134(3)(h) of the Act in Form AOC-2 is notapplicable to the Company for FY 2024-25 and hencedoes not form part of this Report. The disclosure oftransactions with related party for the year is given inNotes to the Balance Sheet as on 31 March 2025.
All transactions with related parties were reviewedand approved by the Audit Committee and werein accordance with the Policy on dealing with andmateriality of related party transactions and therelated party framework, formulated and adopted bythe Company. Prior omnibus approval of the AuditCommittee is obtained for the transactions which arerepetitive in nature.
Related Party Transactions and its materiality Policyis available on the Company's website at https://bunny-wp-pullzone-zhbiessutg.b-cdn.net/alivus_pdfs/investors/corporate_governance/Policy%20on%20related%20party%20transactions%20and%20its%20materiality.pdf
In terms of Regulation 23 of the SEBI ListingRegulations, the Company submits details of relatedparty transactions as per the format specified in therelevant accounting standards/ SEBI notification tothe stock exchanges on a half yearly basis.
27. The Conservation of Energy,Technology Absorption,Foreign Exchange Earnings &Outgo:
The information pertaining to Conservation ofEnergy, Technology Absorption, Foreign ExchangeEarnings and outgo as required under Section 134(3)(m) of the Act, read with Rule 8(3) of the Companies(Accounts) Rules, 2014 is appended herewith asAnnexure III to this report.
28. Corporate SocialResponsibility:
The report on the CSR in the format prescribed in theCompanies (Corporate Social Responsibility Policy)Amendment Rules, 2021 including the composition
of the CSR Committee is appended herewith asAnnexure IV to this Report.
CSR Policy is available on Company's website at:https://bunny-wp-pullzone-zhbiessutg.b-cdn.net/alivus_pdfs/investors/corporate_governance/Glenmark-Life-Sciences-CSR-Policyb.pdf
29. Annual Return:
Pursuant to Section 92 read with Section 134(3)(a) ofthe Act, the Annual Return as on 31 March 2025 isavailable on the Company's website at https://www.alivus.com/
30. Disclosure under the SexualHarassment of Women atWorkplace (Prevention,Prohibition & Redressal)
Act, 2013:
The Company has in place a policy on Prevention,Prohibition and Redressal of Sexual Harassmentat workplace in line with the requirements ofThe Sexual Harassment of Women at Workplace(Prevention, Prohibition and Redressal) Act, 2013. AnInternal Complaints Committee (ICC) has been setup to redress complaints received regarding sexualharassment.
The policy has set guidelines on the redressal andenquiry process that is to be followed by complainantsand the ICC, whilst dealing with issues related tosexual harassment at the work place. All womenemployees (permanent, temporary, contractual andtrainees) are covered under this policy.
There were no complaints reported under the SexualHarassment of Women at workplace (Prevention,Prohibition & Redressal) Act, 2013 duringF.Y. 2024-25.
The Company is committed to providing safe andconducive work environment to all of its employeesand associates.
31. Vigil Mechanism:
The Company, as required under Rule 7 of Companies(Meetings of Board and its Powers) Rules, 2014, hasestablished a Vigil Mechanism for their Directorsand employees to report their genuine concerns orgrievances.
The Audit Committee of the Company shall overseesthe vigil mechanism, which provides for adequatesafeguards against victimization of employees andDirectors who avail of the vigil mechanism.
All the employees and Directors of the Company areprovided direct access to the Chairman of the AuditCommittee.
The details of the Policy are available on theCompany's website at https://bunny-wp-pullzone-zhbiessutg.b-cdn.net/alivus_pdfs/investors/corporate_governance/Whistel_Blower_Policy.pdf
Company's industrial relations continued to beharmonious during the year under review.
Information required under Section 197(12) of the Actread with rule 5(1) of the Companies (Appointmentand Remuneration of Managerial Personnel) Rules,2014 is provided in Annexure V to this report.
Information required under Section 197(12) of theAct read with rule 5(2) and rule 5(3) of the Companies(Appointment and Remuneration of ManagerialPersonnel) Rules, 2014 is appended herewith andforming part of this report.
In compliance with the provisions of Regulation 34 ofthe Listing Regulations, the Business Responsibilityand Sustainability Report (BRSR) to be submittedby top 1,000 listed entities based on their marketcapitalization as on 31 March 2025 is appendedherewith as Annexure VI to this Report.
During the F.Y. under review:
a) the Company has complied with the applicableSecretarial Standards, i.e. SS-1 and SS-2, relatingto 'Meetings of the Board of Directors' and'General Meetings', respectively.
b) the Company did not accept any depositwithin the meaning of Sections 73 and 74 ofthe Act read with the Companies (Acceptanceof Deposits) Rules, 2014 and accordingly noamount on account of principal or interest on
public deposits was outstanding as on 31 March2025.
c) the Company has not issued shares withdifferential voting rights and sweat equity sharesduring the year under review.
d) Neither the Managing Director nor the Whole¬time Directors of the Company received anyremuneration or commission from any of itssubsidiaries.
e) no significant or material orders were passed bythe regulators or courts or tribunals which couldimpact the going concern status of the Companyand its future operations.
f) no material changes and commitments haveoccurred after the close of the year till the dateof this report which may affect the financialposition of the Company.
g) There was no change in the nature of business ofthe Company;
h) No application has been made under theInsolvency and Bankruptcy Code; hence therequirement to disclose the details of applicationmade or any proceeding pending under theInsolvency and Bankruptcy Code, 2016 (31 of2016) during the year along with their status asat the end of the financial year is not applicable;
Your Directors express their gratitude to theCompany's customers, business partners' viz.distributors and suppliers, medical profession,Company's bankers, financial institutions includinginvestors for their valuable sustainable support andco-operation.
Your Directors commend the continuing commitmentand dedication of employees at all levels.
Managing Director & CEO Executive Director
DIN:01965174 DIN:03635487
Place: Mumbai
Date: 15 May 2025