Gujarat Terce Laboratories Ltd

AGM Details

• Date: 21 August 2026; mode: remote e-voting and voting at AGM.
• Record date: 14 August 2026; record shareholders: 13,775.
• Attendance via video conference: Promoter group 6; Public 32.

Resolutions

• Resolution 1 (Ordinary): Adoption of audited standalone financial statements and reports.
• Resolution 2 (Ordinary): Re-appointment of Natwarbhai Prajapati as director by rotation.
• Resolution 3 (Special): Aalap Prajapati appointed MD & CEO for 28 Oct 2026 to 27 Oct 2029.
• Resolution 4 (Ordinary): Ratification of remuneration of M/s KV M & Co., Cost Auditors for FY 2026-27.

Voting Results

• All resolutions passed; 100% of valid votes in favour, with zero against or invalid.
• Total valid votes: 3,470,935.

AGM details

• Date/time/mode: 21 August 2026, 12:03–12:11 IST via video conferencing.
• Record date: 14 August 2026; shareholders on record: 13,775.
• AGM venue deemed at registered office; live webcast available.

Resolutions

• Adoption of audited standalone financial statements for FY2025-26 and reports.
• Re-appointment of Natwarbhai Prajapati as director liable to retire by rotation.
• Re-appointment of Aalap Prajapati as MD & CEO for 28 Oct 2026 to 27 Oct 2029.
• Ratification of cost auditors’ remuneration for FY2026-27.

Dividend

• No dividend declared or proposed.

Directors

• Natwarbhai Prajapati re-appointed as director (retire by rotation).
• Aalap Prajapati re-appointed as Managing Director & CEO (2026–2029).

Auditors

• Remuneration of cost auditors ratified for FY2026-27.

MD & CEO re-appointment

• Type of change: Re-appointment of Aalap Prajapati as Managing Director and CEO.
• Effective date and tenure: 28 October 2026 to 27 October 2029 (3 years).
• Approved by members at the 41st AGM on 21 August 2026.
• Profile: 15+ years in pharma; expertise in strategy, operations, and marketing.
• Education: Management qualification from B.K. School of Business Management.
• Relation: Son of Natwarbhai Prajapati, Whole-Time Director.
• Not debarred by SEBI or other authorities.

MD and CEO appointment and tenure

• Re-appointment of Aalap Prajapati as MD and CEO for 3 years (28 Oct 2026–27 Oct 2029).
• Board approved on 29 May 2026; shareholders approved at AGM on 21 Aug 2026.
• Tenure corrected from 5 years to 3 years in the notice and records.
• Profile: 15+ years in pharma; management qualification in Marketing and Operations.
• Relation: Son of Natwarbhai Prajapati, Whole-Time Director.
• Not debarred by SEBI or other authorities.

Unaudited standalone results

• Q1 ended 30 June 2026 standalone results approved, subject to limited review.

Limited review report

• Unmodified limited review report issued by Shah Doshi Patel & Associates LLP.

Board meeting details

• Board meeting held on 7 August 2026 from 3:00 PM to 4:30 PM.

Regulatory disclosures

• Regulatory compliance under SEBI LODR Regulations 30 and 33; results hosted on the company website.

Financials

• Revenue from operations: 4747.27 Lakh; down 5.42% YoY.
• EBITDA: 363.45 Lakh; margin 7.66%.
• Net PAT: 220.17 Lakh; EPS 2.92.
• Net worth grew ~50%; long-term debt near zero.
• Cash Flow from Operations positive; 171.47 Lakh; second consecutive year.

Brand portfolio

• TYNOL FY26 revenue 575 Lakh; 5-year CAGR 19.3%.
• ACOLATE FY26 revenue 860 Lakh; focus on DS, KID, AF.
• VITFOL FY26 revenue 318 Lakh; four-product portfolio.
• FERLIT FY26 revenue 125 Lakh; women’s health franchise.
• RESPLASH FY26 revenue 157 Lakh; physician/general medicine growth.
• LASOKID value growth ~380% in FY26.
• NOVOTER value growth ~136% in FY26; HYTERCE first full year.

Operations & manufacturing

• Contract manufacturing model; GTLL owns IP; partners WHO-GMP certified.
• In-house QA audits; no batch dispatched without GTLL standards.
• 385 stockists; 22,000+ retail outlets; proximity to Chhatral warehouse.
• PCPM per territory 2.50 Lakh; headquarters beat targets.
• Acolate Plus affected by FDC regulatory changes; underlying franchise held.
• TYNOL MF Forte is flagship SKU; TYNOL IB 100ml exceeded FY26 target by 17%.

Governance & leadership

• Board: six directors; Avani Patel joined May 2025; Chhayaben Shah left Aug 2025.
• Aalok Prajapati reappointed MD&CEO for three years from Oct 2026.
• Promoter stake rose to 40.03% after warrant conversion (3,71,000 shares).
• MD remuneration 88.09 Lakh; Natwarbhai 36.10 Lakh; CFO 7.92 Lakh; CS 5.15 Lakh.
• Auditors: Shah Doshi Patel reappointed to 2030; Secretarial audits unmodified.

Capital & shareholding

• Authorized capital: 11.00 Cr; issued/subscribed paid-up: 7.79 Cr.
• Converted warrants: 3,71,000 shares; listing on BSE dated 25 Feb 2026.
• Shareholders >5%: Aalap 17.35%; Natwar 8.16%; Abundant Tradelink 13.81%.
• Equity share capital after conversion: 7.7913 Cr; proceeds from equity: 104.87 Lakh.
• Dividend: Board did not declare dividend for FY26.

Related party disclosures

• RPT policy updated May 29, 2026; transactions are arms-length.
• Total KMP remuneration: 142.49 Lakh.
• Related parties include Abundant Tradelink and Terce Nutriart.
• RPTs disclosed in notes; no shareholder-approval-required items.

Internal controls & risk

• Internal controls adequate; DV Shah & Associates as Internal Auditors since Apr 2025.
• Risk framework reviewed by Board biennially; key risks listed and mitigated.
• Independent Directors held one meeting; performance reviews conducted.
• SS-1/SS-2 compliance; Secretarial Audit unmodified.

CSR & energy

• CSR not applicable; funded SHWASH education centres in Ahmedabad.
• Energy: electricity 1,14,684 units; cost 8,80,466; prior year 1,81,090 units; cost 13,22,166.
• Technology absorption: ongoing; no R&D expenditure.

Outlook & risks

• FY27 plan: TYNOL target 10 crore; ACOLATE growth via DS/KID/AF.
• VITFOL expansion in gynecology/maternal health; LASOKID and NOVOTER scaling.
• Strategy emphasizes doctor engagement; BREAKOUT HQ expansion and sharper product conversations.
• Key risks: regulatory/quality, pricing, raw material costs, supply chain, competition.

Dematerialisation handling

• Dematerialisation requests received during the period were confirmed to the depositories.
• Dematerialised securities have been listed on the stock exchange where the earlier securities are listed.
• Physical certificates were mutilated and cancelled after verification; depository's name substituted as registered owner within 15 days.