Your Directors have pleasure in presenting the 47th Annual Report on business and operations of the Company together
with the Audited Financial Statements of the Company for the Financial Year (F.Y.) ended 31 March 2025.

FINANCIAL RESULTS

(' in million)

The Company has not transferred any amount out of the
profit of the year to the General Reserves.

DIVIDEND

The Dividend Distribution Policy of the Company has been
formulated to ensure compliance with the provisions of
Regulation 43A of SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015 ('Listing Regulations'). The
policy is uploaded on the Company's website at the link:
https://glenmark.b-cdn.net/gpl_pdfs/about_us/Dividend-
Distribution-Policy.pdf.

In line with the said Policy, the Board of Directors ('Board') have
recommended a Dividend of 250% (' 2.5/- per equity share of
' 1 each) to be appropriated from the profits of the F.Y. 2024¬
25 subject to the approval of the Shareholders at the ensuing
Annual General Meeting ('AGM'). The dividend will be paid in
compliance with applicable Section of the Companies Act,
2013 ('Act') & Listing Regulations. The dividend, if approved,
will result in an outflow of ' 705.50 million.

RESULTS OF OPERATIONS

INDIAN ACCOUNTING STANDARDS (IND AS)

Financial statements have been prepared in accordance with
the Indian Accounting Standards (hereinafter referred to as
the 'Ind AS') as notified by the Ministry of Corporate Affairs
pursuant to Section 133 of the Act read with the Companies
(Indian Accounting Standards) Rules, 2015 as amended and
other relevant provisions of the Act.

On Standalone basis the Company achieved gross revenue of
' 92,264.09 million as compared to ' 78,911.19 million in the

previous year and the Standalone operating profit before tax
and exceptional item was ' 23,331.84 million as compared to
? 19,304.15 million in the previous year.

On Consolidated basis the Company achieved a gross revenue
of ' 1,33,217.40 million as compared to ' 1,18,130.97 million
in the previous year and the Consolidated operating profit
before tax and exceptional item was ' 17,720.28 million as
compared to ? 9,374.50 million in the previous year.

INTEGRATED REPORT

The Company has voluntarily provided the Integrated
Report, which offers stakeholders with financial and
non-financial information about the Company, allowing them
to better comprehend the Company's current status and long¬
term prospects and make educated decision. The Integrated
Report also covers aspects such as materiality assessment,
forward looking strategy, value creation model, corporate
governance, risk management, performance and prospects of
value creation based on the six forms of capitals viz. financial
capital, manufactured capital, intellectual capital, human
capital, social and relationship capital and natural capital.

CORPORATE GOVERNANCE

The Company believes Corporate Governance is at the core
of stakeholder satisfaction. As per Regulation 34(3) read with
Schedule V of the Listing Regulations, a separate section on
corporate governance practices followed by the Company,
together with a certificate from the Company's Secretarial
Auditor confirming compliance with the aforesaid Regulations
forms an integral part of this Report.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

In accordance with the provision of Section 152 of the Act,
Mrs. Cherylann Pinto (DIN: 00111844), retires by rotation
at the ensuing AGM and being eligible, offers herself
for re-appointment. The Board has recommended her
re-appointment for consideration of the Shareholders.

Relevant details including profile of Mrs. Cherylann Pinto
seeking the re-appointment are included separately in the
Notice of AGM.

Appointment of Mr. Pradeep Kumar Sinha (DIN: 00145126)
as Non-Executive -Independent Director of the Company:

On the recommendation of the Nomination & Remuneration
Committee, the Board at its meeting held on 14 February
2025, appointed Mr. Pradeep Kumar Sinha (DIN:00145126),
as an Additional Director (Non- Executive Independent) of the
Company, to hold office for a term of 5 (Five) consecutive years
effective from 14 February 2025 up to 13 February 2030, not
liable to retire by rotation. The special resolution proposed for
the appointment of Mr. Pradeep Kumar Sinha was approved
by the Shareholders through postal ballot result dated 25
April 2025, with requisite majority.

Re-appointment of Mr. Rajesh Desai (DIN: 00007960) as an
Independent Director of the Company:

On the recommendation of the Nomination &
Remuneration Committee, the Board at its meeting held
on 14 February 2025, had approved re-appointment of
Mr. Rajesh Desai (DIN: 00007960) as an Independent Director
of the Company not liable to retire by rotation to hold office for
a second term of 5 (five) consecutive years commencing from
26 June 2025 up to 25June 2030. However, the special resolution
proposed for the re-appointment of Mr. Rajesh Desai was not
approved by the Shareholders through postal ballot result
dated 25 April 2025, with requisite majority. Consequently,
Mr. Rajesh Desai will cease to be an Independent Director of
the Company with effect from 25 June 2025.

Re-appointment of Mr. Dipankar Bhattacharjee
(DIN: 08770548) as an Independent Director of the
Company:

On the recommendation of the Nomination & Remuneration
Committee, the Board at its meeting held on 14 February 2025,
had approved re-appointment of Mr. Dipankar Bhattacharjee
(DIN: 08770548) as an Independent Director of the Company
not liable to retire by rotation for a second term of 5 (five)
consecutive years commencing from 14 August 2025 up to
13 August 2030. The special resolution proposed for the re¬
appointment of Mr. Dipankar Bhattacharjee was approved by
the Shareholders through postal ballot result dated 25 April
2025, with requisite majority.

Early retirement of Mr. V.S. Mani (DIN: 01082878) as an
Executive Director & Global Chief Financial Officer of the
Company:

Mr. V.S. Mani (DIN: 01082878), Executive Director & Global
Chief Financial Officer of the Company had conveyed his

decision to opt for early retirement and had decided to step
down from the position of an Executive Director & Global
Chief Financial Officer with effect from close of 26 May 2025.
The Resignation letter received from Mr. V.S. Mani was noted
by the Board through circular resolution dated 6 April 2025.

Appointment of Mr. Anurag Mantri (DIN: 05326463) as an
Additional Director (Whole-Time Director, designated as
'Executive Director') & Global Chief Financial Officer of the
Company:

On the recommendation of the Nomination & Remuneration
Committee, the Board had approved appointment of
Mr. Anurag Mantri, as the President - Finance through circular
resolution dated 6 April 2025. Further the candidature of
Mr. Anurag Mantri to the office of Executive Director & Global
Chief Financial Officer was placed before the Audit Committee,
Nomination & Remuneration Committee and the Board of the
Company. The Board, on the recommendation of the Audit
Committee and Nomination & Remuneration Committee,
appointed Mr. Anurag Mantri (DIN:0536463), as an Additional
Director (Whole-Time Director, designated as 'Executive
Director') & Global Chief Financial Officer of the Company
with effect from 27 May 2025, subject to the approval of the
Shareholders.

Independent Directors

All Independent Directors have declared that they meet the
criteria of Independence as laid down under Section 149(6) of
the Act and Regulation 16(b) of the Listing Regulations.

In terms of Regulation 25(8) of the Listing Regulations, all
the Independent Directors have confirmed that they are not
aware of any circumstance or situation, which exists or may
be reasonably anticipated, that could impair or impact their
ability to discharge their duties with an objective independent
judgment and without any external influence.

The Independent Directors of the Company have confirmed
that they have enrolled themselves in the Independent
Directors' Databank maintained with the Indian Institute of
Corporate Affairs ('IICA') in terms of Section 150 of the Act read
with Rule 6 of the Companies (Appointment & Qualification of
Directors) Rules, 2014, as amended.

All the Independent Directors have affirmed compliance with
the Code of Conduct for Independent Directors as prescribed
in Schedule IV of the Act.

During the year, apart from receiving director's remuneration,
the Non-Executive Directors of the Company had no pecuniary
relationship or transactions with the Company, other than
sitting fees and reimbursement of expenses incurred by them
for the purpose of attending meetings.

The Shareholders of the Company, on the recommendation
of Nomination & Remuneration Committee and the Board,
had approved payment of remuneration to Non-Executive
Directors (Other than Promoter/ Promoter Group non¬
executive director) of the Company by way of commission,
such that the sum in aggregate shall not exceed 1% of the net

profits of the Company up to Rs. 1,50,00,000/- (Rupees One
Crore Fifty Lakh only) whichever is less in any financial year,
computed in accordance with the provisions of Section 198
of the Act for a period of three (3) years from financial year
2024-25, in addition to the sitting fees and reimbursement of
expenses being paid to them by the Company for attending
the Board/Committee Meetings of the Company.

The ordinary resolution proposed for the payment of
commission to the Non-Executive Directors (Other than
Promoter/ Promoter Group non-executive director) of the
Company was approved by the Shareholders through postal
ballot result dated 25 April 2025, with requisite majority.

Key Managerial Personnel

In terms of Section 203 of the Act, following are the Key
Managerial Personnel (KMP) of the Company:

> Mr. Glenn Saldanha - Chairman & Managing Director

> Mrs. Cherylann Pinto - Whole time Director - Corporate
Services

> Mr. V. S. Mani - Executive Director & Global
Chief Financial Officer

> Mr. Harish Kuber - Company Secretary & Compliance
Officer.

SUBSIDIARIES, JOINT VENTURES AND
ASSOCIATE COMPANIES

As per Section 129(3) of the Act, and Listing Regulations, the
Consolidated Financial Statements of the Company and all
its subsidiaries for the F.Y. ended 31 March 2025 prepared in
accordance with Ind AS forms part of the Annual Report.

Further, in terms of the first proviso of Section 129(3) of the Act
and Rules 5 and 8(1) of the Companies (Accounts) Rules, 2014
a statement containing the salient features, performance and
financial position of the subsidiaries in the prescribed Form
AOC-1 is appended herewith as "Annexure I" to the Report.

During the year, the Company sold 96,09,571 equity shares of
Glenmark Life Sciences Limited ("GLS") representing 7.84% of
the issued and paid-up equity share capital of GLS, held by the
Company (including equity shares held by certain individuals
where the beneficial ownership was with the Company)
and by the Promoter Individual, by way of an offer for sale
through the stock exchange mechanism. Hence, holding of
the Company and its promoters in GLS became Nil.

During the year, the Company acquired 34% stake in the O2
Renewable Energy XXIV Private Limited. The acquisition of
shares will enable the Company to invest in renewable energy
and thereby comply with regulatory requirement for being
a captive user under Indian electricity laws. As per Section
2(6) of the Act, O2 Renewable Energy XXIV Private Limited
is considered as an Associate Company with effect from
17 December 2024. However, it is not considered as an
Associate for accounting as per IND AS 28.

Further, a wholly owned subsidiary of the Company in the
name of "Glenmark Consumer Care Limited" was incorporated
on 23 May 2025.

Names of the step down subsidiaries of the Company
were revised from Ichnos Sciences Inc. to Ichnos Glenmark
Innovation Inc., Ichnos Sciences SA to IGI Therapeutics SA and
Ichnos Sciences Biotherapeutics SA to IGI Biotherapeutics SA.

The Audited Accounts of the subsidiaries together with
its Board's Report and Auditors' Report are available for
inspection of members on any working day at the Corporate
Office of the Company between 11:00 a.m. to 1:00 p.m.
The Company will also make available these documents
upon request by any member of the Company interested in
obtaining the same.

Pursuant to various amendments in Listing Regulations,
the Board revised the policy on material subsidiary.
The same may be accessed on the Company's website at the
link: https://qlenmark.b-cdn.net/qpl_pdfs/about_us/Policy%20
for%20Determininq%20Material%20Subsidiaries2024.pdf

MANAGEMENT DISCUSSION AND ANALYSIS
REPORT

A detailed review of Company's business operations,
performance, future outlook, etc., as required under
Regulation 34 read with Part B of Schedule V of Listing
Regulations is given in the Management Discussion and
Analysis Report. This report forms an integral part of the
Annual Report.

RELATED PARTY TRANSACTIONS

Particulars of contracts and arrangements entered into with
related parties referred to in Section 188(1) of the Act in the
prescribed Form AOC-2 is appended as "Annexure II" to this
report.

All Related Party Transactions are placed before the Audit
Committee for approval. Prior omnibus approval of the
Audit Committee is obtained for the transactions which
are repetitive in nature. A statement of all Related Party
Transactions is placed before the Audit Committee for its
review on a quarterly basis, specifying the nature, value and
terms and conditions of the transactions.

In terms of the provisions of the SEBI (Listing Obligations and
Disclosure Requirements) (Sixth Amendment) Regulations,
2021, the Company has formulated a Policy on Related Party
Transactions and its Materiality. The revised policy on Related
Party Transactions and its Materiality in line with SEBI (Listing
Obligations and Disclosure Requirements) (Third Amendment)
Regulations, 2024 was approved by the Board at its meeting
held on 14 February 2025. The revised policy is available on the
Company's website at the link: https://glenmarkpharma.com/
about-us/governance/

In terms of Regulation 23 of the Listing Regulations,
the Company submits details of Related Party Transactions as
per the format specified in the relevant accounting standards/
SEBI notification to the Stock Exchanges on a half-yearly basis.

AUDITORS AND AUDITORS' REPORT
STATUTORY AUDITORS:

At the 42nd Annual General Meeting held on
29 September 2020, the Shareholders approved the
appointment of M/s. Suresh Surana & Associates
LLP, Chartered Accountants (ICAI Firm Registration
No. 121750W/W-100010) as Statutory Auditors of
the Company to hold office for a period of five years
from the conclusion of that AGM till the conclusion of
47th Annual General Meeting.

The report given by the Statutory Auditor on the financial
statements of the Company forms part of the Annual
Report. There is no qualification, reservation, adverse
remark or disclaimer given by the Statutory Auditor in
their report.

COST AUDITORS:

Pursuant to Section 148 of the Act, read with Companies
(Cost Records and Audit) Rules 2014, as amended from
time to time, the cost audit records maintained by the
Company are required to be audited. In terms of the
provisions of the Act, the remuneration payable to Cost
Auditors is required to be ratified by the Shareholders at
the ensuing AGM and the same has been included in the
Notice convening the AGM.

Based on the recommendations of the Audit Committee,
Board has appointed M/s. R A & Co, Cost Auditors, to
audit the cost records of the Company for F.Y. 2025-26 at
a remuneration of ' 2.8 million. They have confirmed that
their appointment is in accordance with the applicable
provisions of the Act and rules framed thereunder and
that they are not disqualified to be appointed as the Cost
Auditors of the Company for the year ending 31 March
2026.

INTERNAL AUDITORS:

Pursuant to the provisions of Section 138 of the Act
and the Companies (Accounts) Rules, 2014, the Board,
on the recommendation of Audit Committee has
appointed Aneja Associates, Chartered Accountant as
the Internal Auditor of the Company. The internal audit
was also carried out by other audit firms having requisite
expertise and resources.

SECRETARIAL AUDITORS:

S. S. Rauthan & Associates, Secretarial Auditors (Firm
registration No. S1999MH026900), submitted the
Secretarial Auditors Report for the financial ended 31
March 2025 which is annexed as 'Annexure III' to this
report. In compliance with Regulation 24A of the SEBI
Listing Regulations, the Annual Secretarial Compliance
Report issued by the Secretarial Auditor was submitted
to the Stock Exchanges within the statutory timelines.

The Secretarial Audit Report and the Annual Secretarial
Compliance Report did not contain any qualification,
reservation, adverse remarks or observation.

The Auditors of the Company have not reported any fraud as
specified under the second proviso of Section 143(12) of the
Act (including any statutory modification(s) or re-enactment(s)
thereof for the time being in force).

INTERNAL FINANCIAL CONTROL (IFC) AND ITS
ADEQUACY

The Company has laid down an adequate system of internal
controls, policies and procedures for ensuring orderly and
efficient conduct of the business, including adherence to the
Company's policies, safeguarding of its assets, prevention and
detection of frauds and errors, accuracy and completeness
of the accounting records and timely preparation of reliable
financial disclosures. The current system of IFC is aligned with
the statutory requirements and are adequate and operating
effectively.

Effectiveness of IFC is ensured through Management reviews,
controlled self-assessment and independent testing by the
Internal Auditor.

EMPLOYEE STOCK OPTIONS SCHEME 2016

At the Annual General Meeting of the Company held on 12
August 2016, the Shareholders had approved a Scheme
'Glenmark Pharmaceuticals Limited - Employee Stock Options
Scheme 2016' ("ESOS 2016") under the SEBI (Share Based
Employee Benefits) Regulations, 2014 and other applicable
laws, Regulations, etc. for the purpose of granting options
to the permanent employees of the Company and its
subsidiaries, as applicable.

At the Annual General Meeting of the Company held on 29
September 2017, the Shareholders approved the amendment
to the Scheme in relation to re- pricing of the options granted
from ' 800 to ' 600 and maximum number of options that
would be granted would be up to 1% of the paid up share
capital of the Company as at 31 March 2017 i.e. ' 28,21,68,156/-
(28,21,68,156 Equity Shares of ' 1/- each) i.e. 28,21,682 options
which upon exercise would result in the issue of 28,21,682
shares of ' 1/- each.

During the F.Y. 2024-25, no options were allotted. As
of 31 March 2025, 37,779 options were outstanding.
The Operations Committee of the Company at its meeting
held on 17 April 2025 approved the allotment of 12,653 equity
shares of face value of Re. 1/- each to the eligible employee
who has exercised stock options under ESOS 2016.

On exercising the convertible options so granted, the paid
up equity share capital of the Company increased by a like
number of shares.

The Nomination and Remuneration Committee at its meeting
dated 22 May 2025 approved the grant of 1,19,318 options to
the eligible employee.

The information in compliance with Regulation 14 of the
SEBI (Share Based Employee Benefits and Sweat Equity)
Regulations, 2021 as amended is appended herewith as
"Annexure IV" to this Report.

CHANGES IN CAPITAL STRUCTURE

During the year under review, there was no change in the
paid-up share capital of the Company.

The paid-up equity share capital of the Company as on
31 March 2025 was ' 28,21,88,156.

FINANCE

U.S. $ 40,000,000, International Finance Corporation (IFC),
ECB Facility:

The Company had obtained LRN from RBI to raise an ECB
Facility to the extent of U.S. $ 40 million. The ECB Facility for U.S.
$ 40 million was executed in February, 2021 and the Company
availed U.S. $ 16,574,250 in April, 2021 and the proceeds were
utilized for the purpose of refinancing the FCC Bonds. The
Company further availed U.S. $ 7,500,000 and U.S. $ 1,203,000
in June, 2021 and September, 2021 respectively. The ECB
Facility was raised from International Finance Corporation
with a maturity of 5.7 years. The interest margin over U.S. $
LIBOR was 3.08% p.a. up to September, 2021; 2.83% p.a. up to
December 2023 and 3.26% over SOFR thereafter.

The Company prepaid and closed the outstanding loan of U.S.
$ 15,798,281.25 along with accrued interest in August, 2024.

CREDIT RATINGS

> S&P Global has affirmed Long Term Rating as 'BB ',
Outlook 'Stable'.

> Fitch Ratings has affirmed Long-Term Issuer Default
Rating (IDR) as 'BB', Outlook 'Stable'.

> Crisil Ratings has reaffirmed Long Term Rating as 'Crisil
AA', outlook 'Stable'. Short Term ratings reaffirmed as
'Crisil A1 '.

> India Ratings and Research (Ind-Rs) has affirmed Long
Term Rating as 'IND AA', Outlook 'Stable'. 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 information on Conservation of Energy, Technology
Absorption, Foreign Exchange Earnings and Outgo as
stipulated under Section 134(3)(m) of the Act, read with

Rule 8 of the Companies (Accounts) Rules, 2014 is appended
herewith as "Annexure V" to this Report.

ANNUAL RETURN

Pursuant to Section 92 read with Section 134(3)(a) of the
Act, the Annual Return as on 31 March 2025 is available on
the Company's website at https://glenmarkpharma.com/
investors/reports-presentations/annual-return/.

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 Investor Education & Protection Fund ('IEPF'),
are provided in the Report on Corporate Governance.

PARTICULARS OF EMPLOYEES & REMUNERATION

Information as required under the provisions of Section
197(12) of the Act, read together with Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, is appended herewith as "Annexure
VI" to this report.

The information required pursuant to Section 197(12)
of the Act, read with Rules 5(2) & 5(3) of the Companies
(Appointment and Remuneration of Managerial Personnel)
Rules, 2014 in respect of employees of the Company, is
appended herewith and forms part of the Report. Any
member interested in obtaining a copy thereof, may write an
email to complianceofficer@glenmarkpharma.com.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company believes in giving back to society in some
measure that is proportionate to its success in business.
CSR aims at balancing the needs of all stakeholders. The
Company's CSR initiative goes beyond charity and believes
that as a responsible Company it should take into account its
impact on society as much as creating business impact. The
report on the CSR activities undertaken by the Company in
the format prescribed in the Companies (Corporate Social
Responsibility Policy) Amendment Rules, 2021 including the
composition of the CSR Committee is appended herewith as
"Annexure VII" to this Report.

The CSR Policy of the Company is available on the Company's
website at https://glenmark.b-cdn.net/gpl_pdfs/about_us/
CSR%20Policya.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 31 March 2025 and of the profit of the Company for
the year ended 31 March 2025;

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. they have laid down internal financial controls to be
followed by the Company and such internal financial
controls are adequate and were operating effectively;

vi. proper systems have been devised to ensure compliance
with the provisions of all applicable laws and such
systems were adequate and operating effectively.

BOARD PERFORMANCE EVALUATION

The Company believes that the process of performance
evaluation at the Board level is pivotal to its Board engagement
and effectiveness. The Nomination & Remuneration Policy of
the Company empowers the Board to formulate a process
for effective evaluation of the performance of individual
directors, Committees of the Board and the Board as a
whole pursuant to the provisions of the Act and Regulation
17 and Part D of Schedule II to the Listing Regulations. The
Board has carried out the annual performance evaluation
of its own performance, Committees of the Board and each
Director individually. The Company has adopted a web based
application to carry out annual performance evaluation
process. The Director receives evaluation questionnaire
through the application which can be accessed through the
iPad's. The said application is password protected and highly
secured. A questionnaire was prepared after taking into
consideration inputs received from the Directors, covering
various aspects of the Board's functioning such as Diversity of
the Board, composition and adequate committees, functional
dynamics, Governance, Board Relationships etc.

A separate exercise was carried out to evaluate the
performance of individual Directors, who were evaluated on
parameters such as level of engagement and contribution,
strategic vision of director, involvement, professional
independence etc.

The Independent Directors of the Company met on 21 March
2025 without the presence of Non-Independent Directors and
members of the management to review the performance of
Non-Independent Directors and the Board as a whole; review
the performance of the Chairman and Managing Director
of the Company and to assess the quality, quantity and
timeliness of flow of information between the management
and the Board.

FAMILIARIZATION PROGRAMME FOR THE
INDEPENDENT DIRECTORS

In compliance with the requirements of Listing Regulations,
the Company has put in place a familiarization programme
for the Independent Directors to familiarize them with their
roles, rights and responsibilities as an Independent Director,
the working of the Company, changes in the regulatory
environment, etc. The Board members are regularly updated
regarding key developments and any important regulatory
amendments applicable to the Company.

During the F.Y. 2024-25, the Company had conducted
exclusive session for Independent Directors on Regulatory
and Compliance updates with the help of an external agency.
The familiarization programme may be accessed on the
Company's website at https://glenmark.b-cdn.net/gpl_pdfs/
about_us/familiarisation_programme_for_independent_
directors.pdf

BOARD AND COMMITTEE MEETINGS

A calendar of Board and Committee Meetings to be held during
the year was circulated well in advance to the Directors. Six
Board Meetings were convened and held during the year.
The Board had a duly constituted Audit Committee with
Mr. Rajesh Desai as the Chairman and Mrs. Vijayalakshmi Iyer
and Ms. Sona Saira Ramasastry as the Members.

At the Board Meeting dated 14 February 2025, the Committee
was reconstituted and Mr. Rajesh Desai was appointed as
a Member, while Mrs. Vijayalakshmi Iyer was appointed as
the Chairperson of the Audit Committee with effect from
15 February 2025. Further, there have been no instances during
the year where recommendations of the Audit Committee were
not accepted by the Board.

Details of the Composition, attendance of members and other
details of the Board and its Committees, are provided in the
Corporate Governance Report, which forms an integral part
of this Report. The intervening gap between the Meetings
was within the period prescribed under the Act and Listing
Regulations.

NOMINATION AND REMUNERATION POLICY

Pursuant to the provisions of Section 178(4) of the Act
and Regulation 19(4) of Listing Regulations the policy
on the appointment of Directors including Independent
Directors, KMP and Senior Management and the policy on
remuneration of the Directors, KMP and other employees
provides a referendum based on which the Human Resource
Management Team plans and strategizes their recruitment
plans for the strategic growth of the Company. The
Nomination & Remuneration Policy may be accessed on the
Company's website at https://glenmark.b-cdn.net/gpl_pdfs/
about_us/nomination_and_remuneration_policy.pdf.

RISK MANAGEMENT POLICY AND INTERNAL
ADEQUACY

The Company has put in place an Enterprise Risk Management
Policy. The Risk register is updated at regular intervals. In
terms of the provision of Section 134 of the Act, a detailed
note on Risk Management has been provided in the
Integrated Report. The Company's internal control systems
are commensurate with the nature of its business and the size
and complexity of its operations. These are routinely tested
and certified by Statutory as well as Internal Auditors and
cover all offices, factories and key business areas. Significant
audit observations and follow up actions thereon are reported
to the Audit Committee. The Audit Committee reviews
adequacy and effectiveness of the Company's internal control
environment and monitors the implementation of audit
recommendations, including those relating to strengthening
of the Company's risk management policies and systems.

The risk management policy has been uploaded on
the Company's website at https://glenmark.bcdn.net/
qpl_pdfs/about_us/Risk%20Manaqement%20Policy%20
%28revised%2024-05-2024%29.pdf.

WATER AND BIODIVERSITY POLICY

During the year under review, the Company has adopted
Water and Biodiversity Policy which focuses on understanding
the interdependence between operations and biodiversity
around the area of operations and how Company can sustain
the same and also initiatives that will help in business resilience
through implementation of sustainable water management
practices in all operations of the Company globally.

HUMAN RESOURCES

Human Resources are the most precious asset of our Company.
Establishing safe, transparent, diverse, inclusive and growth
oriented work environment is Company's topmost goal.

The priority of Human Resource function is to invest in
their training and professional development to ensure they
have the essential skills, domain expertise and cutting-edge
technology to support the business goals and strategy.

The Company's industrial relations continued to be
harmonious during the year under review.

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 a part of this Report.

BUSINESS RESPONSIBILITY & SUSTAINABILITY
REPORT ('BRSR')

Pursuant to the provisions of Regulation 34(2)(f) of the Listing
Regulations, Business Responsibility and Sustainability Report
("BRSR"), along with assurance report issued by DNV Business
Assurance India Private Limited on the BRSR core indicators,
forms part of this Integrated 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 was no change in the nature of business of the
Company.

The Company has complied with Secretarial Standards issued
by the Institute of Company Secretaries of India on Board and
General Meetings.

POLICY ON PREVENTION OF SEXUAL
HARASSMENT AT WORKPLACE

The Company has in place a Policy on Prevention of Sexual
Harassment at Workplace in line with the requirements of
the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 ("Prevention of Sexual
Harassment of Women at Workplace Act") and Rules framed
thereunder and an Internal Complaints Committee has also
been set up to redress complaints received regarding sexual
harassment.

The Company has ensured wide dissemination of the Policy and
the provisions of Prevention of Sexual Harassment of Women at
Workplace Act by constituting internal complaint committee and
conducting sessions throughout the Company. Four complaints
were received and addressed during the F.Y. 2024-25, under the
Sexual Harassment of Women at Workplace Act. No Complaint
was pending as on 31 March 2025.

The Company is committed to providing safe and conducive work
environment to all of its employees and associates.

WHISTLEBLOWER POLICY AND VIGIL
MECHANISM

The Company has adopted a Whistleblower Policy and Vigil
Mechanism to provide a formal mechanism to the Directors,
employees and other external stakeholders to report their
concerns about unethical behaviour, actual or suspected fraud
or violation of the Company's Code of Conduct. The Policy
provides for adequate safeguards against victimization of
employees who avail of the mechanism. No personnel of the
Company has been denied access to the Chairperson of the
Audit Committee. The Whistleblower Policy and Vigil Mechanism
ensures that strict confidentiality is maintained in such cases

and no unfair treatment is meted out to a Whistleblower.
The Company, as a Policy, condemns any kind of discrimination,
harassment, victimisation or any other unfair employment
practice being adopted against Whistleblowers. The
Whistleblower Policy may be accessed on the Company's
website at https://glenmark.b-cdn.net/gpl_pdfs/about_us/
Whistleblowing%20Policy.pdf.

GREEN INITIATIVE

The MCA had undertaken the Green Initiative in Corporate
Governance by allowing paperless compliances by companies
through electronic mode. We request all the Shareholders
to support the 'Green Initiative' of the Ministry of Corporate
Affairs and the Company's continuance towards greener
environment by enabling the service of the Annual Report,
AGM Notice and other documents electronically to your email
address registered with your Depository Participant/ Registrar
and Share Transfer Agent. The Company appeals to you, its
Shareholders, who are yet to register the e-mail addresses
that they take necessary steps for registering the same so that

you can also become a part of the initiative and contribute
towards a greener environment.

APPRECIATION AND ACKNOWLEDGEMENTS

The Directors express their gratitude to the Company's
customers, shareholders, business partners' viz. distributors
and suppliers, medical professionals, 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: 23 May 2025