Your Directors are pleased to present the 48th Annual Report of Glenmark Pharmaceuticals Limited, together with the Audited Standalone and Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2026.
The year under review was marked by continued focus on strengthening the Company's core businesses, advancing innovation, expanding global reach, and delivering sustainable value to all stakeholders. The Board remains committed to driving long-term growth while maintaining the highest standards of governance, compliance, and operational excellence.
FINANCIAL PERFORMANCE
The financial performance of the Company for the Financial Year ended March 31, 2026 is summarised below:
|
Year ended March 31, 2025
|
Particulars
|
Year ended March 31, 2026
|
|
Standalone
|
Consolidated
|
Standalone
|
Consolidated
|
|
92,264.09
|
133,217.40
|
Gross Total Revenue
|
84,400.99
|
1,69,825.11
|
|
23,331.84
|
17,720.28
|
Profit before tax and exceptional items
|
15,347.87
|
42,508.30
|
|
16,103.50
|
10,471.42
|
Profit for the year
(after tax and attributable to members)
|
(2,007.99)
|
13,619.52
|
|
(64.66)
|
(81.40)
|
Other Comprehensive Income for the year (not to be reclassified to P&L)
|
(169.56)
|
(117.44)
|
|
-
|
723.38
|
Other Comprehensive Income for the year (to be reclassified to P&L)
|
-
|
4,261.04
|
|
2,10,881.28
|
78,704.49
|
Surplus brought forward from last balance sheet
|
2,25,811.45
|
87,985.39
|
|
2,26,920.12
|
89,094.06
|
Profit available for appropriation
|
2,23,633.90
|
1,01,722.35
|
On a standalone basis, the Company reported gross total revenue of '84,400.99 Million as against '92,264.09 Million in the previous Financial Year. The standalone results for the year were impacted by exceptional charges, primarily relating to litigation settlements and associated legal costs, inventory and asset-related provisions, impairment charges and employee benefit provisions arising from implementation of the New Labour Codes. Consequently, the Company reported a standalone loss after tax of '2,007.99 Million for Financial Year ended March 31, 2026 as compared to a profit after tax of '16,103.50 Million in Financial Year ended March 31, 2025.
On a consolidated basis, the Company reported gross total revenue of '169,825.11 Million as compared to '133,217.40 Million in the previous Financial Year. Profit before tax and exceptional items increased to '42,508.30 Million from '17,720.28 Million in the previous financial year. Consolidated profit after tax attributable to members stood at '13,619.52 Million as against '10,471.42 Million in Financial Year 2024¬ 25. The strong performance was driven by continued growth across key markets and product portfolios, supported by sustained business momentum and operational execution.
Excluding the impact of exceptional items, the underlying operating performance of the Company remained resilient during the year, supported by continued growth across key markets and product portfolios.
DIVIDEND
The Dividend Distribution Policy of the Company has been formulated in accordance with Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"). The Policy is available on the Company's website at:https://glenmark.b- cdn.net/gpl pdfs/about us/Dividend%20Distribution%20 Policy revised.pdf
In line with the aforesaid Policy and considering the Company's financial performance during the Financial Year ended March 31, 2026, the Board of Directors has recommended a dividend of 250% ('2.5 per equity share of face value '1 each) for the Financial Year ended March 31, 2026, subject to the approval of the Members at the ensuing Annual General Meeting ("AGM").
The dividend, if approved by the Members, will be paid in accordance with the applicable provisions of the Companies Act, 2013 ("Act") and the Listing Regulations. The total cash outflow on account of the proposed dividend would be approximately '705.50 million.
TRANSFER TO RESERVES
The Company has not transferred any amount out of the profit of the year to the General Reserves.
MANAGEMENT DISCUSSION AND ANALYSIS
Pursuant to Regulation 34 of the Listing Regulations read with Part B of Schedule V thereto, the Management Discussion and Analysis Report forms part of this Annual Report.
The Report provides a comprehensive review of the industry and business environment, operational and financial performance of the Company, key developments during the year, opportunities and challenges, risks and concerns, internal control systems, and the outlook for the future.
INTEGRATED REPORT
The Company has prepared an Integrated Report for Financial Year ended March 31, 2026, which provides a holistic view of its strategy, governance, performance and prospects in the context of the external environment. The Report presents both financial and non-financial information and demonstrates how the Company creates sustainable value for its stakeholders over the short, medium and long term.
The Integrated Report highlights the Company's business model, strategic priorities, material matters, governance framework, risk management practices, sustainability initiatives and performance across the six capitals, namely financial, manufactured, intellectual, human, social and relationship, and natural capital. The Report reflects the Company's commitment to transparency, integrated thinking and long-term value creation.
CORPORATE GOVERNANCE
At Glenmark, strong corporate governance forms the foundation of sustainable value creation and long-term stakeholder trust. The Company is committed to conducting its business in accordance with the highest standards of integrity, transparency, accountability and ethical conduct, while ensuring compliance with all applicable laws, regulations and governance practices.
The Company's governance framework is built on effective leadership, robust internal controls, sound risk management practices and a culture of responsibility that supports its long¬ term strategic objectives. The Board of Directors, supported by its Committees, provides oversight and strategic guidance to ensure that the interests of all stakeholders are appropriately balanced and protected.
During the Financial Year under review, the Company complied with the applicable provisions relating to Corporate Governance prescribed under the Listing Regulations. Pursuant to Regulation 34(3) read with Schedule V of the Listing Regulations, a separate Report on Corporate Governance forms part of this Annual Report.
The requisite certificate from the Secretarial Auditor confirming compliance with the conditions of Corporate Governance as stipulated under the Listing Regulations, together with other applicable certifications and declarations, forms part of the Corporate Governance Report.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT ("BRSR")
The Company remains committed to conducting its business in a responsible, sustainable and ethical manner while creating long-term value for all stakeholders. Sustainability considerations are integrated into the Company's business strategy, operations and decision-making processes, reflecting its commitment to environmental stewardship, social responsibility and strong governance practices.
Pursuant to Regulation 34(2)(f) of the Listing Regulations, the BRSR for the Financial Year ended March 31, 2026 forms part of this Annual Report. The BRSR provides a comprehensive overview of the Company's performance and initiatives across key environmental, social and governance ("ESG") parameters in accordance with the reporting framework prescribed by the Securities and Exchange Board of India ("SEBI").
The Report highlights the Company's approach towards sustainable business practices, climate action, natural resource management, employee well-being, diversity and inclusion, responsible supply chain management, ethical governance, community development and stakeholder engagement, demonstrating its commitment to creating sustainable value while contributing to broader societal and environmental goals.
SHARE CAPITAL
During the financial year under review, the Authorised Share Capital of the Company remained unchanged.
The paid-up equity share capital of the Company increased from '28,21,88,156 comprising 28,21,88,156 equity shares of '1 each to '28,22,00,809 comprising 28,22,00,809 equity shares of '1 each pursuant to the allotment of 12,653 equity shares of '1 each under the Glenmark Pharmaceuticals Limited Employee Stock Option Scheme, 2016 ("ESOS 2016").
Accordingly, as on financial year ended March 31, 2026, the paid-up equity share capital of the Company stood at '28,22,00,809 comprising 28,22,00,809 equity shares of '1 each.
EMPLOYEE STOCK OPTION SCHEME, 2016
The ESOS 2016 was approved by the Members of the Company at the AGM held on August 12, 2016 and subsequently amended with the approval of the Members at the Annual General Meetiong held on September 29, 2017. The Scheme is administered in accordance with the provisions of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, as amended from time to time.
The Scheme is intended to attract, retain and motivate employees and align their interests with the long-term growth and performance of the Company.
During the Financial Year ended March 31, 2026, 12,653 equity shares of face value '1 each were allotted pursuant to the exercise of stock options under Scheme. As on March 31, 2026, 1,31,881 stock options remained outstanding under the
Scheme. During the year 1,19,318 equity shares of ' 1 each were granted to eligible employees.
The disclosures as required under Regulation 14 of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 are available on the Company's website and are also annexed to this Report as "Annexure IV".
DIRECTORS AND KEY MANAGERIAL PERSONNEL
The Company believes that a diverse, balanced and highly experienced Board is fundamental to effective governance, sound decision-making and long-term value creation. The Board provides strategic guidance and oversight to the management while ensuring that the interests of all stakeholders are appropriately safeguarded.
The Board comprises eminent professionals from diverse fields, bringing extensive experience and expertise. Their collective knowledge and independent judgment enable the Company to navigate a dynamic business environment while pursuing sustainable growth.
As on March 31, 2026, the Board comprised Executive Directors, Non-Executive Independent Directors and Non¬ Executive Non-Independent Director with an appropriate mix of skills, experience, diversity and independence. Details of the composition of the Board are provided in the Corporate Governance Report forming part of this Annual Report.
In accordance with the requirements of the Listing Regulations, the Board has identified the core skills, expertise and competencies required in the context of the Company's business and operations. The details of such skills, expertise and competencies available with the Board are set out in the Report of Corporate Governance forming part of this Annual Report.
RETIREMENT BY ROTATION
In accordance with the provisions of Section 152 of the Act, Mrs. Blanche Saldanha (DIN: 00007671), Non-Executive Director, retires by rotation at the ensuing AGM and being eligible, offers herself for re-appointment. The Board has recommended her re¬ appointment for the approval of the Members.
A brief profile and other details of Mrs. Blanche Saldanha, as required under the Act and the Listing Regulations, are provided in the Notice convening the ensuing AGM.
APPOINTMENT OF MS. PATRICIA ANDREWS (DIN: 11211749) AS NON-EXECUTIVEINDEPENDENT DIRECTOR OF THE COMPANY
During the Financial Year under review, based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors appointed Ms. Patricia Andrews as an Additional Director (Non-Executive Independent Director) of the Company for a term of 5 (Five) consecutive years with effect from August 14, 2025 up to August 13, 2030, not liable to retire by rotation. The appointment of Ms. Patricia Andrews as an Independent Director was approved by the Members at the 47th AGM held on September 26, 2025.
INDEPENDENT DIRECTORS
The Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence prescribed under Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations. The Independent Directors have also confirmed compliance with the Code for Independent Directors prescribed under Schedule IV of the Act and have affirmed that there are no circumstances or situations that could impair their ability to discharge their duties with objective and independent judgment.
The Independent Directors have registered their names in the Independent Directors' Databank maintained by the Indian Institute of Corporate Affairs ("IICA"), as required under the Act and the rules made thereunder.
During the Financial Year under review, the Non-Executive Directors had no material pecuniary relationship or transactions with the Company, other than sitting fees, commission and reimbursement of expenses incurred for attending meetings of the Board and its Committees.
KEY MANAGERIAL PERSONNEL
Pursuant to the provisions of Section 203 of the Act, the following were the Key Managerial Personnel ("KMP") of the Company during the financial year under review and up to the date of this Report:
• Mr. Glenn Saldanha - Chairman & Managing Director
• Mrs. Cherylann Pinto - Executive Director - Corporate Services
• Mr. Anurag Mantri - Executive Director & Global Chief Financial Officer
• Mr. Harish Kuber - Company Secretary & Compliance Officer (up to May 29, 2026)
• Ms. Rashmi Khandelwal - Company Secretary & Compliance Officer (with effect from May 30, 2026)
Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors at its meeting held on May 29, 2026 approved the appointment of Ms. Rashmi Khandelwal as Company Secretary & Compliance Officer and designated her as a Key Managerial Personnel of the Company with effect from May 30, 2026.
Consequent to the aforesaid appointment, Mr. Harish Kuber ceased to be the Company Secretary & Compliance Officer of the Company with effect from the close of business hours on May 29, 2026.
The Board places on record its sincere appreciation for the valuable contribution and services rendered by Mr. Harish Kuber during his tenure with the Company and wishes him success in his future endeavours.
BOARD AND COMMITTEE MEETINGS
The Board plays a pivotal role in providing strategic direction and oversight to the management while ensuring adherence
to the highest standards of corporate governance. The Board and its Committees meet at regular intervals to review the Company's performance, strategic initiatives, operational matters, governance practices, risk management framework, compliance requirements and other significant matters affecting the business.
A detailed annual calendar of Board and Committee Meetings is prepared and circulated in advance to enable the Directors to effectively plan their participation. The agenda papers and relevant information are circulated sufficiently in advance of the meetings to facilitate meaningful deliberations and informed decision-making.
During the Financial Year ended March 31, 2026, 6 (Six) Board Meetings were held. The intervening gap between the meetings was within the period prescribed under the Act, and the Listing Regulations.
The Board has constituted various Committees to assist it in discharging its responsibilities effectively. To enable focused oversight and effective governance, the Board has constituted various Committees with specific roles and responsibilities. The mandatory Committees of the Board comprise the Audit Committee, Nomination and Remuneration Committee, Stakeholders' Relationship Committee, Risk Management Committee and Corporate Social Responsibility Committee. In addition, the Board has constituted the Environmental, Social and Governance (ESG) Committee and the Operations Committee to provide focused oversight on sustainability initiatives and operational matters respectively.
The Committees function within their respective terms of reference approved by the Board and regularly report on their deliberations and recommendations to the Board. These Committees play an important role in strengthening the governance framework of the Company and facilitating effective supervision of key business, financial, operational, compliance and sustainability matters.
Details relating to the composition of the Board and its Committees, attendance of Directors at Board and Committee Meetings and other related disclosures are provided in the Report of Corporate Governance forming part of this Annual Report.
FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS
In compliance with the requirements of the Listing Regulations, the Company has established a structured Familiarisation Programme for its Independent Directors with an objective of providing them with insights into the Company's business, industry dynamics, strategic priorities, operations, governance framework, risk management practices and regulatory environment.
The programme enables Independent Directors to gain a deeper understanding of the Company's business model, global operations, key therapeutic segments, research and development initiatives, financial performance, industry trends, emerging opportunities and challenges, thereby
facilitating informed participation in Board deliberations and decision-making.
The Independent Directors are periodically updated on significant business developments, strategic initiatives, operational performance, risk management framework, sustainability initiatives, legal and regulatory developments and changes in the economic and industry environment that may impact the Company's business.
Presentations are regularly made to the Board and its Committees by members of senior management on business performance, market developments, financial results, compliance matters, cybersecurity, risk management and other areas relevant to the Company's operations.
During the Financial Year ended March 31,2026, the Company conducted a dedicated session for Independent Directors on regulatory and compliance developments with the assistance of an external expert to further enhance their understanding of the evolving regulatory landscape and governance expectations.
The details of the Familiarisation Programme imparted to Independent Directors are available on the Company's website athttps://glenmark.b-cdn.net/gpl pdfs/about us/ familiarisation programme for independent directors.pdf
BOARD PERFORMANCE EVALUATION
Pursuant to the provisions of the Act, and the Listing Regulations, the Board has carried out an annual evaluation of its own performance, the performance of its Committees and that of individual Directors.
The evaluation process was conducted through a structured framework covering various aspects of the Board's functioning, including composition, diversity, effectiveness of Board processes, quality of deliberations, governance oversight, strategic guidance, risk management and contribution of individual Directors. The performance of the Committees was evaluated based on their composition, effectiveness and fulfilment of their respective mandates. The Company has adopted a secure digital platform to facilitate the evaluation process and ensure confidentiality and objectivity of responses.
The Independent Directors, at their separate meeting held on March 12, 2026, reviewed the performance of the Non-Independent Directors, the Board as a whole and the Chairman & Managing Director, and assessed the quality, quantity and timeliness of the flow of information between the management and the Board.
SUBSIDIARIES
The Company, through its subsidiaries, continues to strengthen its global presence across key markets and advance its strategic priorities in the areas of branded formulations, generics, specialty products and innovation-led research.
As on March 31,2026, the Company had subsidiaries operating across various geographies including North America, Europe, Latin America, Asia-Pacific, Middle East, Australia and Africa. The Consolidated Financial Statements of the Company and its subsidiaries, prepared in accordance with the applicable Indian Accounting Standards (Ind AS), forms part of this Annual Report.
Pursuant to Section 129(3) of the Act, read with the Companies (Accounts) Rules, 2014, a statement containing the salient features of the financial statements of the Company's subsidiaries in Form AOC-1 is annexed to this Report as "Annexure I".
The Company has formulated a Policy for Determining Material Subsidiaries in accordance with the requirements of the Listing Regulations. The Policy is available on the Company's website athttps://glenmark.b-cdn.net/gpl pdfs/ about us/Policy%20for%20Determining%20Material%20 Subsidiaries2024.pdf
As on March 31, 2026, the material subsidiaries of the Company were:
• Glenmark Pharmaceuticals Inc.
• Glenmark Holding SA
• Glenmark Pharmaceuticals S.R.O.
• Ichnos Glenmark Innovation Inc.
The standalone financial statements of the subsidiaries are available for inspection by the Members and are also available on the website of the Company in accordance with the applicable statutory requirements.
RELATED PARTY TRANSACTIONS
The Company has established robust processes and governance mechanisms to ensure that all Related Party Transactions are undertaken in a transparent manner, in the ordinary course of business and on an arm's length basis, while safeguarding the interests of all stakeholders.
All Related Party Transactions are placed before the Audit Committee for its review and approval. The Audit Committee grants omnibus approval for repetitive transactions in accordance with the applicable provisions of the Act, and the Listing Regulations. A statement containing details of all Related Party Transactions entered into during the quarter is placed before the Audit Committee for its review on a periodic basis.
The Company has formulated a Policy on Related Party Transactions and Materiality in accordance with the applicable provisions of the Act and the Listing Regulations. The Policy is available on the Company's website athttps://glenmark.b- cdn.net/gpl pdfs/about us/Policy%20on%20Related%20 Party%20Transactions.pdf
Pursuant to Regulation 23 of the Listing Regulations, details of Related Party Transactions are submitted to the Stock
Exchanges on a half-yearly basis within the prescribed timelines and are also available on the website of the Company.
Particulars of contracts or arrangements with related parties referred to under Section 188(1) of the Companies Act, 2013 are provided in Form AOC-2 and forms part of this Report as "Annexure II".
AUDITORS AND AUDITORS' REPORT STATUTORY AUDITORS
Pursuant to the provisions of Sections 139, 141 and other applicable provisions of the Act, and the rules made thereunder, the Members of the Company at the 47th AGM held on September 26, 2025 approved the appointment of M/s. Walker Chandiok & Co. LLP, Chartered Accountants (Firm Registration No. 001076N/N500013), as the Statutory Auditors of the Company for a term of 5 (Five) consecutive years commencing from the conclusion of the 47th AGM until the conclusion of the 52nd AGM of the Company.
The Statutory Auditors have confirmed that they continue to satisfy the eligibility criteria prescribed under Sections 139 and 141 of the Act and are not disqualified from continuing as the Statutory Auditors of the Company.
The Audit Report issued by the Statutory Auditors on the Standalone and Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2026 forms part of this Annual Report.
The Statutory Auditors have issued an unmodified opinion on the Standalone and Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2026. There are no qualifications, reservations, adverse remarks or disclaimers in the Audit Report requiring any explanation or comments from the Board under Section 134(3)(f) of the Act.
During the Financial Year under review, the Statutory Auditors have not reported any matter under Section 143(12) of the Act and accordingly, no details are required to be disclosed under Section 134(3)(ca) of the Act.
COST AUDITORS
Pursuant to the provisions of Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014, as amended from time to time, the Company is required to maintain cost records and have such records audited in respect of the applicable products and activities specified under the said Rules.
Based on the recommendation of the Audit Committee, the Board of Directors at its meeting approved the appointment of M/s. R A & Co., Cost Accountants, as the Cost Auditors of the Company for the Financial Year ending March 31, 2027 to conduct the audit of the cost records maintained by the Company, at a remuneration of ?2.80 Million, plus applicable taxes and reimbursement of out-of-pocket expenses, if any.
M/s. R A & Co. have confirmed that they possess the requisite qualifications and experience for conducting the cost audit
of the Company and that their appointment is in accordance with the applicable provisions of the Act and the rules made thereunder. They have further confirmed that they are independent and are not disqualified from being appointed as the Cost Auditors of the Company.
In accordance with the provisions of Section 148(3) of the Act read with the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the Cost Auditors is required to be ratified by the Members of the Company. Accordingly, a resolution seeking ratification of the remuneration payable to the Cost Auditors for the Financial Year ending March 31, 2027 forms part of the Notice convening the ensuing AGM.
INTERNAL AUDITORS
Pursuant to the provisions of Section 138 of the Act read with the Companies (Accounts) Rules, 2014, the Company has established an adequate internal audit framework commensurate with the size, scale and complexity of its operations.
Based on the recommendation of the Audit Committee, the Board of Directors has appointed M/s. Aneja Associates, Chartered Accountants, as the Internal Auditors of the Company. The Internal Auditors conduct risk-based internal audits across various functions, processes and locations of the Company with the objective of evaluating the adequacy and effectiveness of internal controls, governance processes, risk management systems and compliance with applicable laws, regulations and internal policies.
Considering the scale and geographic spread of the Company's operations, certain internal audit assignments requiring specialised expertise were also undertaken by other independent audit firms possessing the requisite domain knowledge, experience and resources.
The Internal Auditors periodically present their audit observations, recommendations and status of implementation of corrective actions before the Audit Committee. The Audit Committee reviews the adequacy and effectiveness of the internal audit function and monitors the implementation of audit recommendations to strengthen the Company's internal control environment and governance framework.
The Board is of the opinion that the Company's internal financial controls and internal control systems are adequate and operating effectively.
SECRETARIAL AUDITORS
Pursuant to the provisions of Section 204 of the Act, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and other applicable provisions, the Members of the Company at the 47th AGM held on September 26, 2025 approved the appointment of M/s. Rauthan & Associates Company Secretaries LLP (Firm Registration No. L2023MH014100), as the Secretarial Auditors of the Company for a term of 5 (Five) consecutive years commencing from the conclusion of the 47th AGM until the conclusion of the 52nd AGM of the Company.
The Secretarial Auditors have confirmed that they possess the requisite eligibility, qualifications and experience to conduct the Secretarial Audit of the Company and that they are not disqualified from acting as Secretarial Auditors under the applicable provisions of the Act and the rules made thereunder.
The Secretarial Audit Report for the Financial Year ended March 31, 2026 is annexed to this Report as "Annexure III".
The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer. The Board is pleased to report that the Company has complied with the applicable provisions of the Act, the SEBI regulations and other applicable laws during the Financial Year under review.
MATERIAL CHANGES AND COMMITMENT AFFECTING FINANCIAL POSITION OF THE COMPANY
i. During the Financial Year under review, pursuant to a Business Transfer Agreement, the Company transferred its Consumer Care business to Glenmark Consumer Care Limited, a wholly owned subsidiary of the Company, on a slump sale basis as a going concern. The restructuring was undertaken to provide a dedicated platform for the Consumer Care business, enabling enhanced strategic focus, operational agility and long-term value creation.
ii. Subsequent to the close of the Financial Year and up to the date of this Report, the Board approved the transfer of the Company's Nebulizer brands/IP portfolio to Glenmark Healthcare Limited, a wholly owned subsidiary of the Company. The transfer is intended to consolidate the Nebulizer business within a dedicated platform, supporting the development of a specialised manufacturing facility and strengthening the Company's respiratory portfolio through focused operational execution and innovation.
The aforesaid transactions were undertaken as part of the Company's strategic initiatives to enhance operational focus and strengthen the respective businesses through Glenmark Consumer Care Limited and Glenmark Healthcare Limited, both wholly owned subsidiaries of the Company. As the transfers have been effected between the Company and its wholly owned subsidiaries, the transactions do not have any impact on the consolidated financial position of the Company. Further, there has been no change in the nature of the business of the Company.
CREDIT RATINGS
• S&P Global has affirmed Long-Term Rating as 'BB ', Outlook 'Stable'.
• Crisil Ratings has revised its outlook on the long-term bank facilities of Glenmark Pharmaceuticals Limited to 'Positive' from 'Stable' while reaffirming the rating at 'Crisil AA'. The short-term rating is reaffirmed at Crisil A1 .
• India Ratings and Research (Ind-Ra) has revised the Outlook on Glenmark Pharmaceuticals Ltd's (GPL) long¬ term bank facilities to 'Positive' from 'Stable' while affirming the ratings at 'IND AA'. Short-Term ratings affirmed at 'IND A1 '.
LISTING AT STOCK EXCHANGES
The equity shares of the Company continue to be listed on BSE Limited and The National Stock Exchange of India Limited.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
The Company continues to focus on energy conservation, operational efficiency, technology-driven innovation and sustainable business practices across its operations. During the year under review, the Company undertook various initiatives towards improving energy efficiency, strengthening technology capabilities, enhancing research and development efforts and optimising the utilisation of natural resources.
The particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo, as required under Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014, are provided in "Annexure V" forming part of this Report.
ANNUAL RETURN
Pursuant to Sections 92(3) and 134(3)(a) of the Act, the Annual Return for Financial Year ended March 31, 2026 is available on the Company's website athttps://glenmarkpharma.com/ annual-report/
UNCLAIMED DIVIDEND / SHARES
In pursuance of Regulation 39 read with Schedule VI of the Listing Regulations, the details of underlying shares in unclaimed suspense account and unclaimed shares / dividend transferred to IEPF, are provided in the Report on Corporate Governance forming part of this Annual Report.
PARTICULARS OF EMPLOYEES AND REMUNERATION
The disclosures relating to remuneration and other details as required under Section 197(12) of the Act, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided in "Annexure VI" forming part of this Report.
The statement containing particulars of employees as required under Section 197(12) of the Act read with Rules 5(2) and 5(3) of the aforesaid Rules forms part of this Report. In accordance with the provisions of Section 136 of the Act, the Annual Report is being sent to the Members excluding the aforesaid statement. Any Member interested in obtaining a copy of the same may write to the Company Secretary & Compliance Officer atcomplianceofficer@glenmarkpharma.comand the same will be made available upon request.
The aforesaid information is also available for inspection by the Members at the Registered Office of the Company during business hours on working days up to the date of the ensuing AGM.
CORPORATE SOCIAL RESPONSIBILITY ("CSR")
At Glenmark, CSR is an integral part of the Company's purpose and commitment to creating sustainable value for society. The Company believes that long-term business success is intrinsically linked with the well-being and development of the communities in which it operates. Through its CSR initiatives, the Company seeks to contribute meaningfully towards inclusive growth, improved health outcomes, environmental sustainability and community development.
The Company's CSR programmes are primarily focused on maternal and child health, nutrition, access to healthcare, education, skill development, sustainable livelihoods, water conservation, support for persons with disabilities, disaster relief and promotion of sports through various initiatives undertaken directly and through the Glenmark Foundation and implementation partners.
During the Financial Year under review, the Company continued to strengthen its social impact initiatives across multiple geographies, positively impacting the lives of underserved communities through focused interventions in healthcare, nutrition, education and community development. The Company remains committed to creating measurable and sustainable social impact while contributing towards the achievement of broader developmental goals.
The CSR Committee of the Board provides strategic guidance and oversight for the Company's CSR programmes and monitors the implementation of projects undertaken in accordance with the CSR Policy and the applicable provisions of the Act.
The Annual Report on CSR activities for the Financial Year ended March 31, 2026, including the composition of the CSR Committee and details of CSR expenditure and projects undertaken during the year, is provided in "Annexure VII" forming part of this Report.
The CSR Policy of the Company is available on the Company's website athttps://glenmark.b-cdn.net/gpl pdfs/responsibility/ policy-on-corporate-social-responsibility 2021 updated.pdf
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the provisions of Sections 134(3)(c) and 134(5) of the Act, the Directors confirm that -
i. in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;
ii. appropriate accounting policies have been selected and applied consistently and have made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2026 and of the loss of the Company for the financial year ended March 31,2026;
iii. proper and sufficient care has been taken for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
iv. the annual accounts have been prepared on a going concern basis;
v. have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and were operating effectively; and
vi. proper systems have been devised to ensure compliance with the provisions of all applicable laws and such systems were adequate and operating effectively.
NOMINATION AND REMUNERATION POLICY
Pursuant to the provisions of Section 178(4) of the Act and Regulation 19(4) of the Listing Regulations, the Company has adopted a Nomination and Remuneration Policy which lays down the criteria for appointment, re-appointment, removal and evaluation of Directors, KMP and Senior Management Personnel. The Policy also sets out the framework for determining qualifications, positive attributes, independence of Directors and remuneration payable to Directors, KMPs and other employees of the Company.
The Policy aims to attract, retain and motivate high-calibre talent, ensure an appropriate balance of skills, experience and diversity on the Board and align remuneration practices with the Company's long-term strategic objectives and stakeholder interests.
The Nomination and Remuneration Policy is available on the Company's website athttps://glenmark.b-cdn.net/gpl pdfs/ about us/nomination and remuneration policy.pdf
RISK MANAGEMENT POLICY AND INTERNAL ADEQUACY
The Company has established a robust Risk Management framework to identify, assess, monitor and mitigate risks that may impact the achievement of its strategic, operational, financial and compliance objectives. The Risk Management framework enables a structured and proactive approach towards managing risks across the organisation and strengthening business resilience in a dynamic operating environment.
The Company has in place a Risk Management Policy approved by the Board of Directors. The Risk Management Committee of the Board periodically reviews the key business risks, emerging risks, mitigation plans and the overall effectiveness of the risk management framework. The risk register is reviewed and updated at regular intervals to reflect changes in the internal and external business environment.
The Company follows a comprehensive risk governance framework supported by clearly defined processes, internal controls and oversight mechanisms. A detailed discussion on the Company's risk management framework, key risks, mitigation measures and risk governance structure is provided in the Integrated Report forming part of this Annual Report.
The Company has established adequate internal financial controls and internal control systems commensurate with the nature, size and complexity of its business and operations. These controls are designed to provide reasonable assurance regarding the effectiveness and efficiency of operations, safeguarding of assets, reliability of financial reporting and compliance with applicable laws and regulations.
The effectiveness of the internal control framework is regularly reviewed through internal audits, management reviews and independent assessments carried out by the Internal Auditors and Statutory Auditors. Significant audit observations and the status of corrective actions are periodically reviewed by the Audit Committee. The Audit Committee also reviews the adequacy and effectiveness of the internal control environment and monitors the implementation of audit recommendations and risk mitigation measures.
The Risk Management Policy is available on the Company's website athttps://glenmark.b-cdn.net/gpl pdfs/about us/ Risk%20Management%20Policy%20%28revised%2024-05- 2024%29.pdf
HUMAN RESOURCES
At Glenmark, people are at the heart of the Company's success and remain a key driver of sustainable growth and long-term value creation. The Company is committed to fostering a performance-driven, inclusive and purpose-led culture that empowers employees to innovate, collaborate and contribute meaningfully towards the achievement of its strategic objectives.
The Company continues to invest in attracting, developing and retaining talent through focused initiatives in leadership development, capability building, learning and development, employee engagement, diversity and inclusion, and employee well¬ being. Through various training and development programmes, the Company seeks to enhance professional competencies, strengthen leadership capabilities and prepare its workforce to meet the evolving needs of the business and industry.
The Company is committed to providing a safe, healthy, diverse and inclusive workplace that promotes equal opportunity, mutual respect and continuous learning. Employee well¬ being, engagement and development continue to remain key priorities across the organisation.
The industrial relations climate across all locations remained cordial and harmonious during the financial year under review.
The Board places on record its appreciation for the commitment, dedication and contributions of all employees, whose continued efforts have enabled the Company to deliver value to patients, customers, shareholders and other stakeholders.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Particulars of loans, guarantees and investments covered under Section 186 of the Act, form part of the notes to the standalone financial statements forming part of this Report.
GENERAL
Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:
1. Details relating to deposits covered under Chapter V of the Act
2. Issue of equity shares with differential rights as to dividend, voting or otherwise
3. Neither the Managing Director nor the Whole-time Directors of the Company receive any remuneration or commission from any of its subsidiaries
4. No significant or material orders were passed by the regulators or Courts or Tribunals which impact the going concern status and Company's operations in future
5. There are no proceedings initiated/ pending against the Company under the Insolvency and Bankruptcy Code, 2016, and there is no instance of one-time settlement with any Bank or Financial Institution
6. There was no instance of one time settlement with any bank or financial institution
The Company has complied with the applicable Secretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India and approved by the Central Government under Section 118(10) of the Act.
POLICY ON PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE
The Company is committed to providing a safe, secure, inclusive and respectful work environment for all employees and associates and has zero tolerance towards any form of harassment or discrimination in the workplace.
The Company has in place a Policy on Prevention of Sexual Harassment at Workplace in accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("POSH Act") and the rules made thereunder. The Policy aims to provide protection against sexual harassment at the workplace and lays down a framework for prevention, prohibition and redressal of complaints relating to sexual harassment.
The Company has constituted Internal Committees in compliance with the requirements of the POSH Act and undertakes regular awareness programmes, training sessions and communication initiatives to promote a respectful workplace culture and enhance awareness of the provisions of the POSH Act and the Company's Policy.
During the Financial Year ended March 31, 2026, 8 (Eight) complaints were received under the POSH Act. 6 (Six) complaints were disposed of during the year in accordance with the prescribed process and 2 (Two) complaints remained pending as on March 31,2026. The Company continues to take appropriate measures to ensure timely resolution of complaints and adherence to the principles of natural justice and confidentiality.
The Company remains committed to fostering a workplace culture built on dignity, respect, equal opportunity and mutual trust.
DISCLOSURE UNDER THE MATERNITY BENEFIT ACT, 1961
The Board affirms that it has complied with the applicable provisions of the Maternity Benefit Act, 1961, and the rules made thereunder. The Company has in place appropriate systems and policies to provide maternity benefits and related entitlements to eligible women employees, in accordance with the statutory requirements. The Company continues to endeavour to provide a supportive and inclusive work environment for women employees.
WHISTLEBLOWER POLICY AND VIGIL MECHANISM
The Company is committed to maintaining the highest standards of ethical conduct, integrity, transparency and accountability in all its business activities. To promote a culture of ethical behaviour and good corporate governance, the Company has established a Whistleblower Policy and Vigil Mechanism in accordance with the provisions of the Act and the Listing Regulations.
The Whistleblower Policy provides a formal mechanism for Directors, employees and other stakeholders to report genuine concerns relating to unethical behaviour, actual or suspected fraud, violation of the Company's Code of Conduct, legal or regulatory non-compliance or any other misconduct. The Vigil Mechanism enables concerns to be reported through appropriate channels while ensuring confidentiality, fairness and protection of the whistleblower.
The Policy provides adequate safeguards against victimisation, retaliation or any unfair treatment of individuals who raise concerns in good faith. The Company does not tolerate any form of discrimination, harassment or adverse action against whistleblowers and is committed to ensuring that concerns are investigated in an independent and impartial manner.
The Audit Committee oversees the implementation and effectiveness of the Vigil Mechanism. No person has been denied access to the Chairperson of the Audit Committee. 48 (Forty Eight) whistle-blower complaints were received during the Financial Year ended March 31, 2026 and suitable action was taken in accordance with the whistle blower policy. during the Financial Year under review.
The Whistleblower Policy is available on the Company's website athttps://glenmark.b-cdn.net/gpl pdfs/about us/ Whistleblowing%20Policy.pdf
APPRECIATION AND ACKNOWLEDGEMENTS
The Directors express their gratitude to the Company's customers, shareholders, business partners viz. distributors and suppliers, medical profession, Company's bankers, financial institutions including investors for their valuable sustainable support and co-operation.
The Directors commend the continuing commitment and dedication of employees at all levels.
For and on behalf of the Board of Directors
Glenn Saldanha
Chairman & Managing Director (DIN 00050607)
Place: Mumbai Date: May 29, 2026
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