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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.
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]