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Glenmark Pharmaceuticals ltd — Board/Management Information 2025
Aug 14, 2025
62608_rns_2025-08-14_0e76bb22-e31a-4afd-a936-26d99dec49ee.pdf
Board/Management Information
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August 14,2025
To, Dy. General Manager Department of Corporate Services, BSE Ltd., P. J. Towers, Dalal Street, Fort, Mumbai – 400 001
To, The Manager – Listing, National Stock Exchange of India Ltd., Plot No. C/1, G Block, Bandra Kurla Complex, Bandra (E), Mumbai – 400 051
Ref: Scrip Code: 532296
Ref: Scrip Name: GLENMARK
Dear Sirs,
Sub: Outcome of the Board Meeting held on 14th August, 2025
Pursuant to Regulations 30 and other applicable regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), we wish to inform you that the Board of Directors of the Company, at its meeting held today i.e. Thursday, 14th August 2025, have approved the following agendas:
1. Approved the transfer of the Company's Consumer Care business to its newly incorporated wholly owned subsidiary Glenmark Consumer Care Limited:
The Board has approved the transfer of the Company's Consumer Care business to its newly incorporated wholly owned subsidiary Glenmark Consumer Care Limited. The requisite information required under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 is enclosed herewith as Annexure A .
2. Appointment of Ms. Patricia Andrews (DIN 11211749) as an additional director (Non‐Executive, Independent Director) of the Company:
Based on the recommendation of the Nomination and Remuneration Committee, the Board of the Company at its Meeting held today has approved the appointment of Ms. Patricia Andrews (DIN 11211749) as an Additional Director designated as Non‐Executive ‐ Independent, not liable to retire by rotation, effective today i.e. August 14, 2025, subject to approval of shareholders at the ensuing Annual General Meeting/Postal Ballot.
Pursuant to the BSE Circular No. LIST/COMP/14/2018‐19 dated June 20, 2018 and NSE Circular No. NSE/CML/2018/24 dated June 20, 2018, Ms. Patricia Andrews is not debarred from holding the office of Director by virtue of any order of the Securities and Exchange Board of India or any other such authority.
Details in respect of the said appointment are enclosed herewith as Annexure B .
Glenmark Pharmaceuticals Limited Glenmark House, B D Sawant Marg, Andheri (E), Mumbai 400 099, India T: 91 22 4018 9999 F: 91 22 4018 9988 CIN No: L24299MH1977PLC019982 W: www.glenmarkpharma.com Registered office: B/2, Mahalaxmi Chambers, 22 Bhulabhai Desai Road, Mumbai 400 026 E: [email protected]
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3. Approved the Appointment of M/s. Walker Chandiok & Co., LLP (Firm Registration No. 001076N/ N500013) as the Statutory Auditors of the Company:
M/s. Walker Chandiok & Co., LLP (Firm Registration No. 001076N/ N500013) as the Statutory Auditors of the Company for a term of five years i.e., from the conclusion of the 47th Annual General Meeting till the conclusion of the 52nd Annual General Meeting subject to the approval of the shareholders at the ensuing Annual General Meeting. The requisite details under the Listing Regulations are annexed herewith as Annexure C.
4. Approved the Appointment of M/s. Rauthan & Associates LLP as the Secretarial Auditors of the Company:
M/s. Rauthan & Associates LLP, Company Secretaries, (ACA‐3363) (Firm Registration No.: L2023MH014100) as the Secretarial Auditors of the Company for a term of five years i.e., from the conclusion of the 47th Annual General Meeting till the conclusion of the 52nd Annual General Meeting subject to the approval of the shareholders at the ensuing Annual General Meeting. The requisite details under the Listing Regulations are annexed herewith as Annexure C.
5. Approved convening 47th Annual General Meeting:
The 47th Annual General Meeting (“AGM”) of the Company will be held on Friday, September 26, 2025, at 2:00 P.M. IST through Video conferencing. The Notice of the AGM and the Annual Report will be released in due course.
The said Board Meeting commenced at 02:00 p.m. and ended at 04:11 p.m.
You are requested to take the same on record.
Thanking You.
Yours faithfully,
For Glenmark Pharmaceuticals Limited
HARISH Digitally signed by HARISH VINAYAK VINAYAK KUBER Date: 2025.08.14 KUBER 17:51:03 +05'30' Harish Kuber Company Secretary & Compliance Officer Encl: As above
Glenmark Pharmaceuticals Limited Glenmark House, B D Sawant Marg, Andheri (E), Mumbai 400 099, India T: 91 22 4018 9999 F: 91 22 4018 9988 CIN No: L24299MH1977PLC019982 W: www.glenmarkpharma.com Registered office: B/2, Mahalaxmi Chambers, 22 Bhulabhai Desai Road, Mumbai 400 026 E: [email protected]
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Annexure A
Details which a listed entity needs to disclose for Sale or disposal of unit(s) or division(s) or subsidiary of the listed entity under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015:
| Particulars | Details |
|---|---|
| a) the amount and percentage of the turnover or revenue or income and net worth contributed by such unit or division of the listed entity during the last financial year |
Turnover of Consumer Care business for the year ended March 31, 2025, was INR 514.7 Crs and formed 5.6% of the Company’s turnover on standalone basis. Net worth of the Consumer Care business as on March 31, 2025, was about INR 249.2 Crs, which represents 1.0 % of the total Net worth of the Company on a standalone basis on that date. |
| b) date on which the agreement for sale has been entered into |
On or before September 30, 2025 |
| c) the expected date of completion of sale/disposal |
Expected to be completed on or before December 31, 2025 subject to completion of customaryconditions. |
| d) consideration received from such sale/disposal |
The business transfer is expected to be carried out at about INR 240.40 Crores based on the value of assets being transferred in Company’s books. The consideration value is subject to the necessary adjustments as per the applicable accounting policies at the time of the giving effect to the transaction. |
| e) brief details of buyers and whether any of the buyers belong to the promoter/ promoter group/group companies. If yes, details thereof |
The name of the company would be Glenmark Consumer Care Limited, a wholly owned subsidiary of the Company having its registered office at Glenmark House, B.D. Sawant Marg, Chakala, Andheri (E), Mumbai‐400099, India |
| f) name of the entity(ies), details in brief such as, size, turnover etc. |
Glenmark Consumer Care Limited is a wholly owned subsidiary of the Company |
| g) whether the transaction would fall within related party transactions? If yes, whether the same is done at “arm’s length” |
Yes. The transaction is with a related party and for further details refer point (d) above. |
| h) area of business of the entity(ies) | Marketing and trading of Pharmaceutical and Consumer Care Products |
| i) Rationale | The Consumer Care segment in India is witnessing strong growth, presenting significant growth opportunities. The Company aims to strengthen its existing presence in the Consumer Care sector by creation of the new entity. This structure will enable sharper strategic focus, operational agility,and will drive value creation for all stakeholders. |
| j) in case of cash transaction – amount or otherwise share exchange ratio |
Please refer clause (d) above |
| k) Brief details of change in shareholding (if any)of listed entity |
No change in the shareholding pattern of the Company |
Glenmark Pharmaceuticals Limited Glenmark House, B D Sawant Marg, Andheri (E), Mumbai 400 099, India T: 91 22 4018 9999 F: 91 22 4018 9988 CIN No: L24299MH1977PLC019982 W: www.glenmarkpharma.com Registered office: B/2, Mahalaxmi Chambers, 22 Bhulabhai Desai Road, Mumbai 400 026 E: [email protected]
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Annexure B
Disclosure of information pursuant to Regulation 30 of the SEBI Listing Regulations read with SEBI Circular No. SEBI/HO/CFD/CFD‐PoD‐1/P/CIR/2023/123 dated July 13, 2023:
| Sr. No. |
Particulars | Details | |
|---|---|---|---|
| 1. | Name of the Director | Ms. Patricia Andrews | |
| 2. | Reason for change viz. appointment, ~~resignation, removal,~~ ~~death or otherwise;~~ |
Appointment | |
| 3. | Date of appointment/ ~~cessation~~ (as applicable) & term of appointment; |
Based on the recommendations of the Nomination and Remuneration Committee, the Board of the Company considered and approved the appointment of Ms. Patricia Andrews (DIN 11211749) as an Additional Director designated as Non‐Executive Independent Director, subject to approval of the shareholders of the Company for a term of 5 (five) years with effect from August 14, 2025 up to August 13, 2030 (both days inclusive). |
|
| 4. | Brief profile (in case of appointment); |
Ms. Patricia Andrews has completed her Bachelor of Arts – BA in History and Political Science from Brown University and has completed her Master of Business Administration in Finance from University of Michigan. Ms. Patricia Andrews is an accomplished CEO and public company director with extensive leadership experience across diverse pharmaceutical and biotechnology organizations. Renowned for her strategic insight and broad functional expertise, she has consistently driven transformative growth in biopharma companies focused on clinical‐stage compounds rooted in cutting‐edge science. Ms. Andrews has successfully led product launches in the U.S., and through strategic partnerships in Europe and Asia. She has negotiated complex licensing and partnership agreements and built high‐performing global teams. She was a Director and Audit Committee Member at GlycoMimetics, Inc., where she played a pivotal role in shaping strategy, guiding resource allocation, and supporting funding decisions as the company advances its Phase III clinical trials and prepares for commercialization. Further, she also serves on the Board of Oncolytics Biotech Inc. as a Director and Member of Science & Development and Governance Committees. |
|
| 5. | Disclosure of relationships between directors (in case of appointment of a director) |
None |
Glenmark Pharmaceuticals Limited Glenmark House, B D Sawant Marg, Andheri (E), Mumbai 400 099, India T: 91 22 4018 9999 F: 91 22 4018 9988 CIN No: L24299MH1977PLC019982 W: www.glenmarkpharma.com Registered office: B/2, Mahalaxmi Chambers, 22 Bhulabhai Desai Road, Mumbai 400 026 E: [email protected]
Annexure C
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Disclosure of information pursuant to Regulation 30 of the SEBI Listing Regulations read with SEBI Circular No. SEBI/HO/CFD/CFD‐PoD‐1/P/CIR/2023/123 dated July 13, 2023:
| Sr. No. |
Particulars | Details | Details | |
|---|---|---|---|---|
| 1. | Name | M/s. Walker Chandiok & Co. LLP | M/s. Rauthan & Associates LLP, CompanySecretaries |
|
| 2. | Reason for change viz. appointment, ~~resignation, removal,~~ ~~death or otherwise;~~ |
Appointment of Statutory Auditor | Appointment of Secretarial Auditor |
|
| 3. | Date of appointment/ ~~cessation~~ (as applicable) & term of appointment; |
M/s. Walker Chandiok & Co. LLP will hold the office as the Statutory Auditors of the Company for a term of five consecutive years from the conclusion of the 47th Annual General Meeting till the conclusion of the 52nd Annual General Meeting, subject to the approval of the shareholders at the ensuing Annual General Meeting. |
M/s. Rauthan & Associates LLP, Company Secretaries will hold the office as the Secretarial Auditors of the Company for a term of five consecutive years from the conclusion of the 47th Annual General Meeting till the conclusion of the 52nd Annual General Meeting, subject to the approval of the shareholders at the ensuing Annual General Meeting. |
|
| 4. | Brief profile (in case of appointment); |
M/s Walker Chandiok & Co LLP was established on January 1, 1935 and converted to a Limited Liability Partnership firm on March 25, 2014. The firm is registered with the Institute of Chartered Accountants of India (ICAI) and empanelled on the Public Company Accounting Oversight Board (PCAOB) and Comptroller & Auditor General of India. The firm provides professional services like auditing, taxation, and management consultancy services to clients in India. The firm has over 90 years of experience in India providing audit services to Indian Global Companies. The firm is operating from 19 locations in India. The firm is considered as one of the four largest audit firms in India with many marquee names as the audit clients. |
M/s. Rauthan & Associates Company Secretaries LLP is a well‐ known firm of Practising Company Secretaries founded in 2023. CS Surjan Singh Rauthan, Designated partner started his practice in the year 1999. Renowned for its commitment to quality and precision, the firm has been Peer Reviewed and Quality Reviewed by the Institute of Company Secretaries of India (ICSI), ensuring the highest standards in professional practices. The LLP’s focus is on providing comprehensive professional services in corporate law, SEBI regulations, FEMA compliance, and allied fields, delivering strategic solutions to ensure regulatory adherence and operational efficiency. The firm provides its services to various |
Glenmark Pharmaceuticals Limited Glenmark House, B D Sawant Marg, Andheri (E), Mumbai 400 099, India T: 91 22 4018 9999 F: 91 22 4018 9988 CIN No: L24299MH1977PLC019982 W: www.glenmarkpharma.com Registered office: B/2, Mahalaxmi Chambers, 22 Bhulabhai Desai Road, Mumbai 400 026 E: [email protected]
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| leading Indian and Multi‐National Companies, Banks, Insurance Companies, venture capital companies, non‐profit making companies etc. |
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|---|---|---|---|
| 5. | Disclosure of relationships between directors (in case of appointment of a director) |
None | None |
Glenmark Pharmaceuticals Limited
Glenmark House, B D Sawant Marg, Andheri (E), Mumbai 400 099, India T: 91 22 4018 9999 F: 91 22 4018 9988 CIN No: L24299MH1977PLC019982 W: www.glenmarkpharma.com Registered office: B/2, Mahalaxmi Chambers, 22 Bhulabhai Desai Road, Mumbai 400 026 E: [email protected]