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ALIVUS LIFE SCIENCES LIMITED — Proxy Solicitation & Information Statement 2022
Dec 2, 2022
59201_rns_2022-12-02_ff2be04d-9960-4fd0-b51f-6082bcc2c4ac.pdf
Proxy Solicitation & Information Statement
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December 2, 2022
To, To, Dy. General Manager The Manager - Listing, BSE Ltd., Plot No. C/1, G Block, P. J. Towers, Dalal Street, Bandra Kurla Complex, Fort, Mumbai – 400 001 Bandra (E), Mumbai – 400 051
Department of Corporate Services, National Stock Exchange of India Ltd.,
Ref: Scrip Code: 543322 Ref: Scrip Name: GLS
Dear Sir,
Sub: Intimation regarding Notice of Postal Ballot - Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing Regulations')
Pursuant to Regulation 30 of SEBI Listing Regulations, we hereby submit the postal ballot notice dated December 1, 2022 ('Notice') along with the explanatory statement which is being disseminated to the shareholders of the Company for seeking their approval in relation to following resolutions:
| Sr.No. | Type ofResolution | Resolution |
|---|---|---|
| 1 | Ordinary | To approve Appointment of Mr. Vinod Naik (DIN: 03635487) as aDirector |
| 2 | Ordinary | To approve Appointment of Mr. Vinod Naik (DIN: 03635487) as aWhole Time Director |
In accordance with applicable laws and circulars issued by Ministry of Corporate Affairs, the said Notice is being sent only through electronic mode to the members whose names appear in the Register of Members/ List of Beneficial Owners and whose email IDs are registered with Depositories/ Depository Participants as on Friday, November 25, 2022 ('Cut-off date').
The Postal Ballot Notice is also available on the website of the Company at www.glenmarklifesciences.com, websites of the Stock Exchanges viz. www.bseindia.com and www.nseindia.com and on the website of KFin Technologies Limited at www.kfintech.com.
Glenmark Life Sciences Limited
Corporate Office: 4th Floor, OIA House, 470, Cardinal Gracious Road, Andheri (E), Mumbai 400 099, India.
Registered Office: Plot No. 170-172, Chandramouli Industrial Estate, Mohol Bazarpeth, Solapur - 413 213, India.
T: 91 22 68297979 CIN: L74900PN2011PLC139963 E: [email protected] W: www.glenmarklifesciences.com

The Company has engaged KFin Technologies Limited for facilitating remote e-voting to enable the members to cast their votes electronically. The remote e-voting period shall commence on Monday, 5th December, 2022 at 9:00 a.m. IST and concludes on Tuesday, 3rd January, 2023 at 5:00 p.m. IST. The results of the e-voting by Postal Ballot will be announced on or before Thursday, January 5, 2023.
Request you to kindly take the same on record.
Thanking you,
Yours faithfully, For Glenmark Life Sciences Limited RUDALF Digitally signed by RUDALF JOSEPH CORRIEA
Date: 2022.12.02
JOSEPH CORRIEA
Rudalf Corriea Company Secretary & Compliance Officer 17:15:02 +05'30'
Encl.: Postal Ballot Notice
Glenmark Life Sciences Limited Corporate Office: 4th Floor, OIA House, 470, Cardinal Gracious Road, Andheri (E), Mumbai 400 099, India. Registered Office: Plot No. 170-172, Chandramouli Industrial Estate, Mohol Bazarpeth, Solapur - 413 213, India. T: 91 22 68297979 CIN: L74900PN2011PLC139963 E: [email protected] W: www.glenmarklifesciences.com

Glenmark Life Sciences Limited
Registered Office: Plot No. 170-172, Chandramouli Industrial Estate, Mohol Bazarpeth, Solapur - 413 213, India. Corporate Office: 4th Floor, OIA House, 470, Cardinal Gracious Road, Andheri (E), Mumbai 400 099, India. Phone No: +91 22 68297979 CIN: L74900PN2011PLC139963; Website: www.glenmarklifesciences.com; Email: [email protected]
Notice of Postal Ballot
(Pursuant to Section 110 of the Companies Act, 2013, read with the Companies (Management and Administration) Rules, 2014**)**
Notice is hereby given to the Members of Glenmark Life Sciences Limited ('the Company'), pursuant to Sections 108 and 110 of the Companies Act, 2013 ('the Act') read with Rule 20 and Rule 22 of Companies (Management and Administration) Rules, 2014 as amended ('Management and Administration Rules') read with the General Circular Nos. 14/2020 dated 8th April, 2020, 17/2020 dated 13th April, 2020, 22/2020 dated 15th June, 2020, 33/2020 dated 28th September, 2020, 39/2020 dated 31st December, 2020, 10/2021 dated 23rd June, 2021, 20/2021 dated 8th December, 2021 and 3/2022 dated 5th May, 2022 issued by the Ministry of Corporate Affairs ('MCA Circulars') and Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, ('Listing Regulations') and other applicable provisions of the Act, Rules, Circulars and Notifications issued thereunder (including any statutory modifications or re-enactment thereof for the time being in force and as amended from time to time), that the Ordinary Resolution(s) as set out in this Notice are proposed for consideration by the Members of the Company for passing by means of Postal Ballot by voting through electronic means only ('remote e-voting').
SPECIAL BUSINESS:
1. Appointment of Mr. Vinod Naik (DIN: 03635487) as a Director:
To consider and if thought fit, to pass the following resolution as an Ordinary Resolution:
"RESOLVED THAT Mr. Vinod Naik (DIN: 03635487), who has been appointed as an Additional Director of the Company by the Board of Directors with effect from 21st October 2022, in terms of Section 161(1) of the Companies Act, 2013 and Article 168 of the Articles of Association of the Company, be and is hereby appointed as a Director of the Company and the period of his office shall be liable to determination by retirement of directors by rotation."
2. Appointment of Mr. Vinod Naik (DIN: 03635487) as a Whole Time Director:
To consider and if thought fit, to pass the following resolution as an Ordinary Resolution:
"RESOLVED THAT pursuant to the provisions of Sections 196, 197, 203 and any other applicable provisions of the Companies Act, 2013 ("Act") and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), read with Schedule V to the Act and subject to the requisite approval of the Central Government, if required, the Company hereby accords its approval to the appointment of Mr. Vinod Naik (DIN: 03635487), as the Whole-Time Director, for a period of 5 (Five) years with effect from 21st October 2022 on the key terms and conditions (including remuneration payable) as set out in the explanatory statement attached hereto.
RESOLVED FURTHER THAT the approval of the Company be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as the 'Board' which term shall be deemed to include the Nomination and Remuneration Committee of the Board) to vary, alter, increase, enhance or widen the terms and conditions of appointment and the remuneration payable to the appointee, from time to time, as they may in their discretion deem fit and subject to the limits laid down in Section 197 and all other applicable provisions of the Act including any statutory modification and re-enactment thereof for the time being in force, and the Rules framed thereunder read with Schedule V of the Act and subject to the approval of the Central Government, if necessary, and subject to any other requisite approvals as may be required under applicable law.
RESOLVED FURTHER THAT where in any financial year during the currency of the tenure of the appointee, the Company has no profits or its profits are inadequate, the Company may subject to receipt of the requisite approvals, if any, pay to the appointee, the remuneration being paid as the minimum remuneration by way of salary, perquisites and other allowances and benefits and that the perquisites pertaining to contribution to provident fund, superannuation fund or annuity fund, gratuity and leave encashment shall not be included in the computation of the ceiling on remuneration specified in Section II and Section III of Part II of Schedule V of the Act.
RESOLVED FURTHER THAT for the purpose of giving effect to this Resolution, the Board be authorised to do all such acts, deeds, matters and things as it may, in its absolute discretion, deem necessary, proper or desirable and to settle any questions, difficulties or doubts that may arise in this regard and further to execute all necessary documents, applications, returns and writings as may be necessary, proper, desirable or expedient."
NOTES:
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- The Explanatory Statements and reasons for the proposed Ordinary Resolutions pursuant to Section 102 read with Section 110 of the Act setting out material facts are appended herein below.
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- The Company has appointed Mr. Bhadresh Shah (ACS 23847: COP 15957), Practicing Company Secretary, Proprietor of M/s. Bhadresh Shah & Associates, Company Secretaries, to act as the Scrutinizer, for conducting the Postal Ballot process, in a fair and transparent manner.
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- In compliance with the MCA Circulars, the Notice is being sent by electronic mode only to those Members whose names appear in the Register of Members / List of Beneficial Owners maintained by the Company/Depositories as on Friday, 25th November, 2022, and whose e-mail IDs are registered with the Company / Depositories. For Members who have not registered their e-mail IDs, please follow the instructions given under Note No. 11.
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- As per the MCA Circulars and on account of the threats posed by the COVID-19 pandemic, physical copies of the Notice, postal ballot forms and pre-paid Business Reply Envelopes are not being sent to Members for this Postal Ballot. Members are requested to provide their assent or dissent through e-voting only.
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- In compliance with provisions of Section 108 and Section 110 and other applicable provisions of the Act read with the Management and Administration Rules, the Company is pleased to offer e-voting facility to all the Members of the Company. For this purpose, the Company has entered into an agreement with M/s. KFin Technologies Limited for facilitating e-voting to enable the Members to cast their votes electronically.
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- Members may please note that the Postal Ballot Notice will also be available on the Company's website at www.glenmarklifesciences.com, websites of the Stock Exchanges i.e. BSE Limited (BSE) and National Stock Exchange of India Limited (NSE) at www.bseindia.com and www.nseindia.com respectively and on the website of M/s KFin Technologies Limited at www.kfintech.com.
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- All the material documents referred in the Explanatory Statements, shall be available for inspection through electronic mode, basis the request being sent on [email protected]. Members who wish to inspect the documents are requested to send an email to [email protected] mentioning their name, Folio no. / Client ID and DP ID, and the documents they wish to inspect, with a self-attested copy of their PAN card attached to the email.
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- The Notice is being sent to all the Members, whose names appear in the Register of Members / List of Beneficial Owners as received from National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) on Friday, 25th November, 2022. The Members, whose names appear in the Register of Members / list of Beneficial Owners as on Friday, 25th November, 2022, being the cut-off date, are entitled to vote on the Resolution set forth in this Notice. A person who is not a Member as on the cut-off date should treat this Notice of Postal Ballot for information purpose only.
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- The voting rights of Members shall be in proportion to their shares of the paid-up equity share capital of the Company as on Friday, 25th November, 2022 being the cut-off date fixed for the purpose.
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- The voting period will commence from Monday, 5th December, 2022 at 9.00 a.m. IST and end on Tuesday, 3rd January, 2023 at 5.00 p.m. IST. The e-voting module shall be thereafter disabled.
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- Members holding shares in physical mode and who have not updated their email addresses with the Company are requested to update their email addresses by writing to the Company at [email protected] along with the copy of the signed request letter mentioning the name and address of the Member, self-attested copy of the PAN card, and self-attested copy of any document (eg.: Driving License, Election Identity Card, Passport) in support of the address of
the Members. Members holding shares in dematerialised mode are requested to register / update their email addresses with the relevant Depository Participants. In case of any queries / difficulties in registering the e-mail address, Members may write to [email protected].
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- The Scrutinizer will submit his report after completion of the scrutiny and the results of the e-voting by Postal Ballot will be announced on or before Thursday, 5th January, 2023 at the Corporate office of the Company at 4th Floor, OIA House, 470, Cardinal Gracious Road, Andheri (East), Mumbai 400 099, India. The Resolutions, if passed by requisite majority shall be deemed to have been passed on Tuesday, 3rd January, 2023 being the last date specified by the Company for e-voting.
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- The declared results along with the report of the scrutinizer shall be forwarded to the BSE and NSE and shall be uploaded on the website of the Company i.e. www.glenmarklifesciences.com, website of M/s KFin Technologies Ltd. i.e. www.evoting.kfintech.com.
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- The instructions for Members for e-voting are as under:
e-Voting procedure for Individual shareholders holding securities in Demat:
As per the SEBI circular dated 9th December, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.
Method of Login individual shareholders holding the securities in demat mode directly from the website of depositories:
| NSDL | CDSL |
|---|---|
| 1. User already registered for IDeAS facility:I.URL: https://eservices.nsdl.com | 1. Existing user who have opted for Easi / EasiestURL: https://web.cdslindia.com/myeasi/I. |
| II.Click on the "Beneficial Owner" icon under 'IDeAS'section.On the new page, enter User ID and Password.III.Post successful authentication, click on "Access toe-voting".Click on company name or e-voting serviceIV.provider and you will be re-directed to e-votingservice provider website for casting the vote duringthe remote e-voting period.2. User not registered for Ide AS e-ServicesI.To register click on link: https://eservices.nsdl. comSelect "Register Online for Ide AS"II.III.Proceed with completing the required fields. | home/loginorURL: www.cdslindia.comClick on New System MyeasiII.III.Login with user id and passwordIV.Option will be made available to reache-voting page without any furtherauthentication.V.Click on e-voting service provider name tocast your vote.2. User not registered for Easi/EasiestI.Option to register is available at |
| 3. User not registered for Ide AS e-ServicesTo register click on link:I.https://eservices.nsdl.com/SecureWeb/Ideas DirectReg.jspProceed with completing the required fields.ii.4. By visiting the e-Voting website of NSDLURL: https://www.evoting.nsdl.com/I.Click on the icon "Login" which is available underII.'Shareholder/Member' section.Enter User ID (i.e. 16-digit demat account numberIII.held with NSDL), Password/OTP and a VerificationCode as shown on the screen.Post successful authentication, you will beIV. | https://web.cdslindia.com/myeasi/Registration/Easi RegistrationII.Proceed with completing the requiredfields.3. By visiting the e-voting website of CDSLURL:www.cdslindia.comI.Provide demat Account Number andII.PAN No.System will authenticate user byIII.sending OTP on registered Mobile &Email as recorded in the dematAccount.After successful authentication, user will beprovided links for the respective ESP where thee- voting is in progress. |
| redirected to NSDL Depository site wherein youcan see e-voting page.Click on company name or e-voting service provider nameand you will be redirected to e-voting service providerwebsite for casting your vote during the remote e-votingperiod. |
Method of Login for individual shareholders holding the securities in demat mode through their depository participants.
Shareholders can also login using the login credentials of their demat account through Depository Participant registered with NSDL/CDSL for e-Voting facility. Once logged in, you will be able to see e-Voting option. Click on e-Voting option and you will be redirected to NSDL/CDSL Depository site after successful authentication. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period.
Important Note:
Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forgot Password option available at above mentioned website.
For technical Assistance
Members facing any technical issue in login can contact the respective helpdesk by sending a request on the email id's or contact on the phone no's provided below:
| NSDL | CDSL |
|---|---|
| Email: [email protected] | Email : [email protected] |
| Toll free no.'s: 1800 1020 990/1800 22 44 30 | Phone No: 022- 23058738/022-23058542-43 |
e-voting procedure for Institutional Shareholders:
In compliance with Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Section 108,110 and other applicable provisions of the Companies Act, 2013 read with the relevant Rules, the Company is pleased to provide e-voting facility to all its shareholders including Institutional Shareholders, to enable them to cast their votes electronically. The Company has engaged the services of M/s KFin Technologies Limited for the purpose of providing e-voting facility to all its members.
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i. The details of the process and manner for e-voting are given below:
- a. Initial password is provided in the body of the email.
- b. Launch internet browser and type the URL: https://evoting.kfintech.com in the address bar.
- c. Enter the login credentials i.e. User ID and password mentioned in your email. Your Folio No./ DP ID Client ID will be your User ID. However, if you are already registered with M/s KFin Technologies Limited for e-voting, you can use your existing User ID and password for casting your votes.
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ii. After entering the details appropriately, click on LOGIN.
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iii. You will reach the password change menu wherein you are required to mandatorily change your password. The new password shall comprise of minimum 8 characters with at least one upper case (A-Z), one lower case (a-z), one numeric value (09) and a special character (@,#,$,etc.). It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.
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iv. You need to login again with the new credentials.
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v. On successful login, the system will prompt you to select the EVENT i.e. Glenmark Life Sciences Limited.
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vi. On the voting page, the number of shares (which represents the number of votes) held by you as on the cut-off date will appear. If you desire to cast all the votes assenting/dissenting to the resolution, enter all shares and click 'FOR'/ 'AGAINST' as the case may be or partially in 'FOR' and partially in 'AGAINST', but the total number in 'FOR' and/or 'AGAINST' taken together should not exceed your total shareholding as on the cut-off date. You may also choose the option 'ABSTAIN' and the shares held will not be counted under either head.
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vii. Members holding multiple folios/demat accounts shall choose the voting process separately for each folio/demat account.
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viii. Cast your votes by selecting an appropriate option and click on 'SUBMIT'. A confirmation box will be displayed. Click 'OK' to confirm, else 'CANCEL' to modify. Once you confirm, you will not be allowed to modify your vote subsequently. During the voting period, you can login multiple times till you have confirmed that you have voted on the resolution.
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ix. Corporate/institutional members (i.e. other than individuals, HUF, NRI, etc.) are required to send scanned image (PDF/JPG format) of certified true copy of relevant board resolution/authority letter etc. together with attested specimen signature of the duly authorised signatory (ies) who is/are authorised to vote, to the Scrutinizer through e-mail at [email protected] and [email protected] and may also upload the same in the e-voting module in their login. The scanned image of the above documents should be in the naming format 'CLIENT EVENT No.'
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x. Members can cast their vote online from Monday, 5th December, 2022 at 9.00 a.m. IST till Tuesday 3rd January, 2023 at 5.00 p.m. IST.voting beyond the said date shall not be allowed and the e-voting facility shall be blocked.
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xi. Members holding shares in dematerialised form who have not updated their email addresses, are hereby requested to contact their Depository Participant for updation of their email id. Members who wish to receive the Postal Ballot Notice electronically are requested to write to the Company at email [email protected].
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xii. In case of any queries/grievances, you may refer the Frequently Asked Questions (FAQs) for members and e-voting user manual available at the 'download' section of https:// evoting.kfintech.com or call KFin on 1800 309 4001 (toll free).
By order of Board For Glenmark Life Sciences Limited
Rudalf Corriea Company Secretary & Compliance Officer ACS 27911
Registered Office: Plot No. 170-172, Chandramouli Industrial Estate, Mohol Bazarpeth, Solapur - 413 213, India.
Place: Mumbai Date: 1st December, 2022
Explanatory Statement pursuant to Section 102 of the Companies Act, 2013
Item No. 1 & 2:
The Board of Directors, on the recommendation of Nomination & Remuneration Committee, at its meeting held on 21st October, 2022 had appointed Mr. Vinod Naik (DIN 03635487) as an Additional Director of the Company with effect from 21st October, 2022 on the key terms and conditions as set out in this postal Ballot Notice.
Further, based on the recommendation of Nomination and Remuneration Committee, the Board had at the same meeting appointed Mr. Vinod Naik as a Whole-time Director, liable to retire by rotation, for a period of 5 (Five) years with effect from 21st November, 2022, subject to the approval of the Members of the Company.
Mr. Vinod holds Bachelor's of Science degree and Master's of Science degree from the Karnatak University, Dharwad. He also completed a masters program in business administration with a specialization in financial management from the National Institute of Management. Prior to joining the Company, he was working with Sun Pharmaceutical Industries Limited. He had also been associated with Micro Labs Limited, as Vice President – Technical & Operations and Cipla Limited where he was heading manufacturing units.
Mr. Vinod Naik has been associated with the Company since 12th March, 2020 and was the 'Group Vice President and Head of the Technical Operations' of the Company. He oversees the daily operations of the manufacturing plants such as production and manufacturing of APIs and intermediates. He is also responsible for the supply chain function of the Company.
Key terms and conditions of appointment of Mr. Vinod Naik:
In consideration of Mr. Vinod Naik's service as a Whole Time Director of the Company, he shall be entitled to receive the following remuneration and benefits:-
(I)
a) Basic Salary:
Rs. 77,52,036/- per annum, subject to such annual increments as the Board may determine from time to time on recommendation of the Nomination & Remuneration Committee.
b) Personal Pay:
Personal Pay of Rs. 1,06,81,320/- per annum, subject to such annual increments as the Board may determine from time to time on recommendation of the Nomination & Remuneration Committee.
c) Annual Increments:
The annual increments which will be effective each year will be decided by the Board of Directors of the Company in consultation with the Nomination & Remuneration Committee and the same shall be based on the Company's remuneration philosophy and principles.
d) Perquisites and other benefits:
- (i) Medical Re-imbursement: Expenses incurred for him and his family subject to a ceiling of Rs. 15,000/- per annum (subject to such annual increments as may be determined from time to time by the Board on the recommendation of the Nomination & Remuneration Committee). For the purpose of above perquisites, family means a spouse and dependent children.
- (ii) Leave Travel Allowance / Re-imbursement: Rs. 6,46,003/- per annum or as may be determined by the Board from time to time on the recommendation of the Nomination & Remuneration Committee.
- (iii) Personal Accident and Other Insurances: Medical Insurance Policy, Group Term Life Insurance Policy, Insurances with global coverage and Personal Accident Policy in accordance with the rules of the Company or as agreed by the Board of Directors.
- (iv) Retirement Benefits: Contribution to Provident Fund, Superannuation Fund, as per the rules of the Company.
- (v) Gratuity: The Gratuity payable shall be as per the rules of the Company.
- (vi) Long Term Incentive Target Amount: The Company will pay long term incentive target amount as follows:
- a. June 2023: Rs. 25,00,000/-
- b. June 2024: Rs. 25,00,000/-
- (vii) The Company will also pay fixed House Rent Allowance, Education allowance for dependent children, Meal Voucher, Car Allowance, fixed allowance towards Drivers' Salary, Petrol and Telephone Reimbursement, Gift Voucher and an Annual Performance Bonus as may be determined by the Board from time to time, subject to such annual increments as the Board may determine from time to time on the recommendation of the Nomination & Remuneration Committee.
Perquisites at Sr. Nos.(iv) and (v) above shall not be included in the computation of the ceiling on remuneration or perquisites aforesaid.
(II) The remuneration, as determined aforesaid from time to time, be paid and the perquisites provided to Mr.Vinod Naik, as minimum remuneration in the event of loss or inadequacy of profit in any year, be subject to such limits, as may be prescribed in Section II and Section III of Part II of Schedule V of the Companies Act, 2013, from time to time.
The Company has also received from Mr. Vinod Naik, his consent to act as a Whole Time Director of the Company along with a declaration to the effect that he is not disqualified from being appointed as a Director in terms of Section 164(2) of the Companies Act, 2013 and has not been debarred or disqualified from being appointed or continuing as Director of a Company by the Securities and
Exchange Board of India, Ministry of Corporate Affairs or any such other Statutory Authority.
Pursuant to amendment (effective from 1st January, 2022) to Regulation 17(1C) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, the appointment of Mr. Vinod Naik as a Whole Time Director is being proposed to the approval of the members within a period of 3 months from the date of his appointment by the Board. In this connection, the Company has also received notice under Section 160 of the Companies Act, 2013 proposing his candidature as a Whole Time Director.
Mr. Vinod Naik will not be entitled to sitting fees for attending meetings of the Board or Committees thereof.
Profile of Mr. Naik is available on the website of the Company at https://glenmarklifesciences.com/ in "About Us" section. Details as required under Regulations 36 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Secretarial Standard-2 ('SS-2') and other provisions of applicable laws are provided in Annexure I to the explanatory statement.
Accordingly, the Board recommends the Ordinary Resolutions set forth in Item No. 1 and Item No. 2 of this Postal Ballot Notice for approval of the Members.
Mr. Vinod Naik is deemed to be concerned or interested in this Resolution. None of the other Directors and Key Managerial Personnel of the Company is in any way concerned or interested in Item No. 1 and Item No. 2.
By order of Board For Glenmark Life Sciences Limited
Rudalf Corriea Company Secretary & Compliance Officer ACS 27911
Registered Office: Plot No. 170-172, Chandramouli Industrial Estate, Mohol Bazarpeth, Solapur - 413 213, India.
Place: Mumbai Date:1st December, 2022
Annexure I
Pursuant to Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standards on General Meetings (SS-2):
| Full Name | Mr. Vinod Naik |
|---|---|
| Director Identification Number (DIN) | 03635487 |
| Date of Birth and Age | 3rd September, 1963, Age 59 years |
| Original Date of Appointment | 21st October, 2022 |
| Qualification | Mr. Vinod Naik holds Bachelor's of Science degree andMaster'sofSciencedegreefromtheKarnatakUniversity, Dharwad. He has also completed a mastersprogram in business administration with a specializationin financial management from the National Institute ofManagement. |
| Expertise in specific functional areas and Experience | Mr. Vinod Naik has been associated with the Companysince 12th March, 2020 and was the 'Group VicePresident and Head of the Technical Operations' of theCompany. He oversees the daily operations of themanufacturingplantssuchasproductionandmanufacturing of APIs and intermediates. He is alsoresponsibleforthesupplychainfunctionoftheCompany. |
| Prior to joining the Company, he was working with SunPharmaceutical Industries Limited. He had also beenassociated with Micro Labs Limited, as Vice President –Technical & Operations and Cipla Limited where he washeading manufacturing units. | |
| Remuneration proposed to be paid | As set out in the explanatory statement. |
| Remuneration last drawn in Financial Year 2021-22 | Rs. 29.02 million per annum |
| Number of Board Meetings attended during FY2022-23 (post the appointment as a Director) | 1 out of 1 meeting held |
| Number of Shares held in the Company and % ofpaid-up Share capital (including shareholding as abeneficial owner) | Nil |
| Terms and conditions of appointment/ re-appointment | As set out in the explanatory statement |
| Directorships held in other companies/ bodycorporates | Nil |
| Member/ Chairperson of committees in the Company | Nil |
| Member/ Chairperson of committees held in otherIndian companies | NA |
| Names of listed entities from which the appointeedirector has resigned in the past three years | NA |
| Disclosure of relationships between Directors/KMPinter-se | Nil |