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SMS Pharmaceuticals Ltd — AGM Information 2025
Sep 29, 2025
62302_rns_2025-09-29_01b1aea9-cb2b-440c-b185-90702b525419.pdf
AGM Information
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Date: 29[th] September, 2025
To, The Manager, The Manager, Corporate Filings Department, Listing Compliance Department, Bombay Stock Exchange Limited, National Stock Exchange of India Ltd. Phiroze Jeejeebhoy Towers, Exchange Plaza, Plot no. C/1, G Block, Dalal Street, Bandra-Kurla Complex, Bandra (E), Mumbai- 400 001 Mumbai - 400 051.
Security Code: 532815 Symbol: SMSPHARMA
Dear Sir / Madam,
Sub: Summary of Proceedings of the 37th Annual General Meeting of the Company- Disclosure under Regulation 30 of the SEBI (LODR) Regulations, 2015
In continuation to our letter dated 6[th] September, 2025, we wish to inform you that the 37th Annual General Meeting (“AGM”) of the Members of the Company was held today, i.e. Monday, 29[th] September, 2025, through video conference/ other audio-visual means in compliance with circulars issued by Ministry of Corporate Affairs and Securities and Exchange Board of India (SEBI) and other applicable provisions of the Companies Act, 2013.
Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Part A of Schedule III thereto, please find enclosed the summary of proceedings of the AGM.
This disclosure will also be hosted on the Company's website www.smspharma.com
We request you to kindly take the same on record
Thanking you,
Yours faithfully,
For SMS Pharmaceuticals Limited
THIRUMALESH Digitally signed by THIRUMALESH TUMMA TUMMA Date: 2025.09.29 15:12:46 +05'30'
Thirumalesh Tumma
Company Secretary Encl : a/a
SUMMARY OF PROCEEDINGS OF THE 37[TH] ANNUAL GENERAL MEETING OF SMS PHARMACEUTICALS LIMITED
The 37th Annual General Meeting (“AGM”) of the Members of SMS Pharmaceuticals Limited (“Company”) was held today, i.e. Monday, 29[th] September, 2025 at 11:00 a.m. (IST) through video conference (“VC”) / other audio visual means (“OAVM”) in compliance with the provisions of the Companies Act, 2013 read with rules made thereunder, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and applicable circulars issued by the Ministry of Corporate Affairs and Securities and Exchange Board of India, from time to time, in this regard.
Mr. Thirumalesh Tumma, Company Secretary & Compliance Officer of the Company welcomed the Members to the Meeting and briefed them on details relating to their participation at the Meeting through VC/OAVM.
Mr. Ramesh Babu Potluri, Chairman and Managing Director of the Board, chaired the Meeting.
The Chairman declared that as the requisite quorum being present, the meeting was called to order. As the Members are not required to physical present, and in line with the circulars issued by the Ministry of Corporate Affairs and SEBI, the provision for appointing proxies was not applicable.
Following Directors of the Company attended the Meeting through video conference:
| Sl. No. |
Name of the Person | Designation | Mode of attending the Meeting |
|---|---|---|---|
| 1 | Mr. Ramesh Babu Potluri |
Chairman & Managing Director |
Physically present at the registered office andparticipated through VC |
| 2 | Mr. Shravan Kudaravalli |
Independent Director & Chairman of Audit Committee |
Physically present at the registered office and participated through VC |
| 3 | Mr. Sarvepalli Srinivas |
Independent Director | Participated through VC from Noida |
| 4 | Dr. Suresh Kumar Gangavarapu |
Independent Director | Participated through VC from Hyderabad |
| 5 | Mrs. Shanti Sree Bolleni |
Independent Director and Chairperson of Nomination and Remuneration Committee |
Participated through VC from Hyderabad |
| 6 | Mr. Vamsi Krishna Potluri |
Executive Director | Physically present at the registered office andparticipated through VC |
| 7 | Dr. Sunkara Venkata Satya Shiva Prasad |
Non-Executive Director and Chairman of Stakeholder RelationshipCommittee |
Physically present at the registered office and participated through VC |
| 8 | Mr. Trilok Potluri | Non-Executive Director | Physically present at the registered office and participated through VC |
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| 9 | Mr. Lakshmi Narayana Tammineedi |
Chief Financial Officer | Physically present at the registered office and participated through VC |
|---|---|---|---|
| 10 | Mr. Thirumalesh Tumma |
Company Secretary | Physically present at the registered office andparticipated through VC |
| Statutory Auditors and Scrutinizer | Statutory Auditors and Scrutinizer | Statutory Auditors and Scrutinizer | |
|---|---|---|---|
| Sl. No. |
Name of the Director |
Designation | Mode of attending the Meeting |
| 1 | Mr. V. Nagendra Rao | Statutory Auditor M/s. Suryanarayana & Suresh Chartered Accountants |
Participated through VC from Hyderabad |
| 2 | Mr. A. Venkateswara Rao |
Internal Auditor M/s. Adusumilli and Associates |
Physically present at the registered office and participated through VC |
| 3 | Mr. C. Sudhir Babu | M/s. CSB Associates, Company Secretaries, Scrutinizer |
Physically present at the registered office and participated through VC |
With the consent of the Shareholders, the Notice convening the AGM was taken as read.
The Chairman expressed his views with respect to the Industry scenario, growth outlook, performance of the Company, challenges, opportunities going forward and other related matters.
In pursuance of the relevant provisions of Companies Act 2013 read with the SEBI (LODR) Regulations, 2015 as amended from time to time, the Company has provided the E-voting facility by Central Depository Services (India) Limited (CDSL) to the Shareholders to cast their vote as mentioned in the Notice of the AGM where the e-voting period was kept open from 25[th] September, 2025 (9.00 a.m.) to 28[th] September, 2025 (5.00 p.m.). Further the remote e-voting facility was also made available during the AGM for the benefit of Members who were present during the Meeting and had not cast their votes earlier through remote e-voting.
The following items of business, as per the Notice convening the 37[th] AGM of the Company were transacted at the meeting.
| Item No. |
Agenda Item | Type of resolution Ordinary/ Special |
|
|---|---|---|---|
| Ordinary Business: | |||
| 1. | Adoption of Audited Standalone and Consolidated Financial Statements of the Company for the Financial Year ended 31stMarch, 2025,and the reports of the Board of Directors and Auditors thereon. |
Ordinary | |
| 2. | Declaration of dividend on Equity shares for the financial year 2024- 2025 |
Ordinary | |
| 3. | Re-appointment of Mr. Trilok Potluri (DIN: 07634613), who retires by rotation, at this Annual General Meeting and being eligible, offers himself for re-appointment |
Ordinary |
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| Special Business: | Special Business: | ||
|---|---|---|---|
| 4. | Approval of material related party transaction(s) with VKT Pharma Private Limited |
Ordinary | |
| 5. | Approval for remuneration payable to the Cost Auditors for the Financial Year 2025-2026 |
Ordinary | |
| 6. | Approval for Appointment of Secretarial Auditors of the Company | Ordinary | |
| 7. | Approval for re-appointment of Mr. Vamsi Krishna Potluri (DIN: 06956498) as Executive Director and fix the remuneration |
Special |
The Chairman then invited the Members to express their views, ask questions and seek clarifications on the operational and financial performance of the Company on the resolutions set out in the Notice. The Members were given an opportunity to speak in the order in which they had registered their names. After giving sufficient time to all Members who wished to speak, the Chairman along with other Directors appropriately responded to the queries raised by them.
The Chairman informed the Members that Mr. C. Sudhir Babu, Practicing Company Secretary (Membership No; FCS 7666), Proprietor of M/s CSB Associates, Company Secretaries, was the Scrutinizer appointed by the Board to scrutinize the e-voting process during the meeting and through remote e-voting, in a fair and transparent manner.
The Chairman authorized Mr. Thirumalesh Tumma, Company Secretary to accept and countersign the Scrutinizer’s Report and declare the consolidated e-voting results on receipt of the scrutinizer’s report. He informed the members that the combined results of the remote e-voting as well as e-voting during the AGM would be announced within two working days form the conclusion of the Meeting and the results along with the Scrutinizer’s report would be intimated to the Stock Exchanges in terms of Listing Regulations and would be placed on the website of the Company.
The Chairman then thanked the members for their continued support and for attending and participating in the meeting. He also thanked the Directors for joining the Meeting virtually. The e- voting facility was kept open for another 15 minutes from the conclusion of the meeting to enable the members to cast their vote, who have not voted in the remote e-voting.
The AGM concluded at about 12. 05 p.m. (IST).
This is for your information and records
Thanking you
Yours faithfully
For SMS Pharmaceuticals Limited
THIRUMALESH Digitally signed by THIRUMALESH TUMMA TUMMA Date: 2025.09.29 15:13:01 +05'30'
Thirumalesh Tumma Company Secretary
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