Sun Pharma Advanced Research Company Ltd

Sun Pharma Advanced Research Company Limited — Trading Window Closed from October 01, 2026 till 48 hours after the declaration of Unaudited Financial Results for the second quarter and half year ended September 30, 2026

Reclassification filing

• Submitted August 13, 2026 to stock exchanges for promoter-to-public reclassification under Listing Regulations.

AGM Details

• AGM held on August 10, 2026, from 04:30 PM to 05:53 PM IST.
• Mode: Video conferencing/Other Audio-Visual Means (OAVM).
• Remote e-voting window: Aug 6–Aug 9, 2026; in-meeting voting available.

Key Resolutions

• Adopt standalone financial statements for FY ending 31 March 2026 (Ordinary).
• Adopt consolidated financial statements for FY ending 31 March 2026 (Ordinary).
• Director Rajamannar Thennati retires by rotation and does not seek re-election (Ordinary).
• Appointment of Anil Kumar Raghavan as Managing Director and CEO (Special).

Voting Results

• Resolution 1 passed with requisite majority.
• Resolution 2 passed with requisite majority.
• Resolution 3 passed with requisite majority.
• Resolution 4 passed with requisite majority.
• Results to stock exchanges within two working days; posted on company site.

Director Changes

• Dr. Rajamannar Thennati retires by rotation; does not seek re-election.
• Anil Kumar Raghavan appointed as Managing Director and Chief Executive Officer.

Auditor Appointments

• No auditor appointments or changes announced.

Dividend

• No dividend proposed or declared.

Material Related Party Transactions

• No material related party transactions disclosed.

Issue Overview

• Type: Preferential issue of Share Warrants.
• Issue size: ₹599.98 crore; no undersubscription or revisions noted.
• Main objectives: partial repayment of working capital loan, R&D, and general corporate purposes.

Utilisation of Proceeds

• Utilisation aligned with disclosures; no deviations observed.
• Object 1: funds fully used to repay Kotak Mahindra Bank loan.
• Object 2 (R&D): no utilisation due to no subscriptions in the period.
• Object 3 (GCP): no utilisation reported during the quarter.
• Unutilised funds: object 1 fully utilised; others had no funds raised.
• No material reallocation among objects; approvals obtained as required.

Governance and Compliance

• All required statutory/government approvals obtained where applicable.
• No material events that could affect viability reported.
• No new information likely to affect investor decision.

GCP

• GCP exists with ₹149.98 Cr; no utilisation reported in the quarter.
• Board approval for allocation not specified.

Standalone results

• Standalone Q1 FY27 total income 6,358 lakhs; revenue from contracts with customers 3,992.
• Standalone Q1 FY27 total expenses 8,456 lakhs.
• Standalone Q1 FY27 PBT: -2,098; PAT: -2,098 lakhs.
• Standalone Q1 EPS: -0.65 per share (not annualised).
• Board approved unaudited standalone results and Limited Review Report.

Consolidated results

• Consolidated Q1 FY27 total income 6,358 lakhs; revenue from contracts with customers 3,992.
• Consolidated Q1 FY27 PAT: -2,078 lakhs.
• OCI: actuarial gain 107; exchange differences 2; total comprehensive loss -2,076.

Promoter reclassification

• Promoter group reclassification to Public approved, subject to regulatory approvals.

Promoter to Public reclassification

• Date of requests: July 27, 2026.
• Requests from promoter group to reclassify as Public.
• Sudhir Valia: 18,33,951 shares (0.57%).
• Raksha Valia: 41,45,231 shares (1.28%).
• Krishna Valia: holding not disclosed.
• Total proposed reclassification: 59,79,182 shares (1.85%).
• Board will consider the requests; filing with exchanges subject to approval.
• Reclassification under Regulation 31A of SEBI Listing Regulations.

Overview

• Consolidated reporting for SPARC in FY2025-26.
• Main activity is Scientific Research and Development, accounting for 100% turnover.
• Exports comprise 2.81% of turnover; operates 3 national sites and 1 international facility.
• R&D subsidiaries SPARCLIFE Inc. and Genokine Biotech Limited are wholly owned.

Key ESG Risks & Opportunities

• Data integrity and cybersecurity risk; mitigations include perimeter security, monitoring, antivirus, and staff training.
• Climate disruption risks; mitigations include robust business continuity planning with revenue impact considerations.
• Attracting and retaining talent; mitigations include development programs and leadership succession planning.
• Water reduction target of 10% by FY2028; progress on track.

Governance & Policy Highlights

• ESG governance: Non-Executive Director oversees sustainability; CEO provides executive oversight.
• Policies cover all NGRBC principles; extend to value chain; some board-approved.
• No penalties or bribery-related actions in FY2025-26.
• NGRBC compliance reviewed annually by board/committee; statutory compliance monitored.
• Policies aligned with GLP, GCP, and related regulatory standards.

Social Responsibility & Workforce

• Total workforce 466; permanent 279 and others 187; female share 21% of total.
• Board female representation 33%; KMP female representation 33%.
• LTIFR 0; no fatalities or total recordable injuries recorded.
• Permanent staff paid above minimum wages; some non-permanent staff at/above minimum.
• 100% training coverage for board, KMPs, and employees.

Environmental Performance

• Total energy consumption 18,772 GJ; all from non-renewable sources.
• Scope 1: 27 tCO2e; Scope 2: 3,108 tCO2e.
• Waste generated 43 MT; biomedical 9 MT; hazardous 18 MT; non-hazardous 16 MT.
• Water use 28,891 KL; water discharge 920 KL to third parties; zero liquid discharge.
• Renewable energy share: 0; compliant with environmental laws; no external assurance.

Stakeholder Engagement & Complaints

• Stakeholders: investors, regulators, vendors, customers, and employees; channels include reports, meetings, portals.
• Shareholders filed 1 complaint in FY2025-26; pending resolutions: 0.
• Whistleblower/HR grievance channels in place; confidentiality maintained; POSH framework in place.

Other Notable Metrics

• Sustainable sourcing: 100% inputs from critical suppliers sourced sustainably.
• Related-party transactions: 4% of purchases, 2% of sales; 100% investments with related parties.
• Accounts payable days: 833 in FY2025-26 vs 448 in FY2024-25.
• Cybersecurity policy exists; no data breaches identified in FY2025-26.
• Product recalls not applicable.

Financial performance

• Standalone revenue from operations: 187,916.83 Lakhs; total income: 188,999.95 Lakhs
• Standalone PAT: 155,213.26 Lakhs; EPS: 47.83
• Consolidated PAT: 155,320.43 Lakhs; EPS: 47.86
• PRV income recognized: 184,002 Lakhs; sale of PRV for USD 195 million

Capital and liquidity

• Current borrowings: 55,614.00 Lakhs; promoter loan from Shanghvi Finance: 10,000 Lakhs
• Unutilised working capital lines: 23,886 Lakhs
• Net debt to equity: 0.42; consolidated cash: 115.53 Lakhs
• Net financing cash flow: 26,138.59 Lakhs

Subsidiaries & material holdings

• SPARCLIFE Inc. is a 100% subsidiary (Delaware)
• Genokine Biotech Limited is a 100% subsidiary, incorporated July 4, 2025
• Two wholly owned subsidiaries reported; material subsidiary SPARCLIFE Inc.

Governance & board changes

• Rekha Warriar and Venkateswarlu Jasti appointed Independent Directors on May 19, 2025
• Bhavna Doshi and Ferzaan Engineer retired on Aug 12, 2025
• Rajamannar Thennati to retire by rotation Aug 2026; not seeking reappointment
• Anil Kumar Raghavan to be MD & CEO from Aug 11, 2026
• ESOP Scheme 2026 approved; 21st AGM on Aug 10, 2026; five Board meetings held

Related party transactions

• RPTs with Sun Pharma group; aggregate 4,272.80 Lakhs in FY26
• Transactions conducted on an arm’s length basis; approvals per policy

ESG & CSR

• CSR not spent due to three-year losses; CSR report annexed
• Energy usage: 18,772 GJ; water: 28,891 KL; total waste: 43 MT
• Data privacy and cyber security policies in place; no data breaches reported

Outlook & risks

• MD&A cites MFN US pricing policy and regulatory shifts; expectations of approvals and pipeline progress
• New Labour Codes effective 2025; potential impact on employee benefits; SPARC focusing on oncology and immunology