Vivo Bio Tech Ltd

AGM Details

• Date and time: 30-09-2026, 03:00–04:02 PM (VC).
• Mode: Video Conference.
• Record date: 23-09-2026.
• Total shareholders on record: 21,413.

Resolutions and outcomes

• Resolution 1 (Ordinary): Adoption of audited standalone and consolidated financial statements; passed with minor opposition (0.32% against).
• Resolution 2 (Ordinary): Re-appointment of Kalyan Ram Mangipudi as Whole-time Director; passed with minor opposition (0.32% against).
• Resolution 3 (Ordinary): Re-appointment of Sri Kalya Kompella as Whole-time Director; passed with minor opposition (0.32% against).
• Resolution 4 (Special): Re-appointment of Dr Sankaranarayanan Langudi as Whole-time Director; passed with minor opposition (0.32% against).

Director changes

• Re-appointment of Kalyan Ram Mangipudi as Whole-time Director.
• Re-appointment of Sri Kalya Kompella as Whole-time Director.
• Re-appointment of Dr Sankaranarayanan Langudi as Whole-time Director.

Director re-appointments

• Kalyan Ram Mangipudi: Re-appointment as Director; retirement by rotation; term not specified.
• Kalyan Ram Mangipudi: Profile 23+ years in accounting, finance, administration.
• Sri Kalyan Kompella: Re-appointment as Whole-time Director; appointed Aug 22, 2026; five-year term Nov 3, 2026–Nov 2, 2031.
• Sri Kalyan Kompella: Profile 25+ years in Accounting, Finance and Administration.
• Sankaranarayanan Alangudi: Re-appointment as Whole-time Director; appointed Aug 22, 2026; five-year term Jan 6, 2027–Jan 5, 2032.
• Sankaranarayanan Alangudi: Profile Discovery biologist with 45+ years in Pharmaceutical R&D.

Vivo Bio Tech Ltd — Trading Window Closed from October 1, 2026 until 48 hours after the unaudited Q2 FY2026 results (quarter ended September 30, 2026).

August 2026 – re-lodgement status

• No transfer requests received in August 2026; none processed, approved, or rejected.
• Registrar: Aarthi Consultants Private Limited; report submitted under SEBI circular dated 30 January 2026.
• Purpose: inform exchanges and stakeholders of re-lodgement status.

AGM/AR access and KYC updates

• Annual Report for FY2025-26 and AGM notice sent via web-link to shareholders with registered emails.
• Shareholders without registered emails will receive a web-link to access the Annual Report.
• Physical copies of the Annual Report available on written request.
• AGM scheduled for 30 September 2026 at 03:00 PM via Video Conference/OAVM.
• KYC updation for physical shareholders via RTA; submit ISR-1, ISR-2, SH-13, ISR-3, SH-14.
• RTA: Aarthi Consultants Private Limited, Hyderabad, for KYC submissions.
• Annual Report accessible on company website and RTA portal.

Financial snapshot

• Consolidated total income ₹5,377.55 lakh in FY25-26, up 3.0% YoY.
• Consolidated PBT ₹480.99 lakh, down from ₹879.30 lakh prior year.
• Consolidated PAT ₹-170.88 lakh; prior year ₹728.26 lakh.
• EBITDA from operations ₹21.28 crore; margin 40.37%.
• Debt-to-equity ratio 0.69x; current ratio 0.94x.
• Standalone CFO ₹3,610.65 lakh; Consolidated CFO ₹3,493.09 lakh.
• Total assets (Consolidated) ₹178.43 crore.
• Consolidated EPS ₹-0.82; Standalone EPS ₹-0.93.
• Dividend for FY25-26: none.

Capital structure

• Authorized capital ₹30 crore; paid-up ₹22.19 crore.
• Equity shares 2,21,90,628; up from 1,71,64,816.
• Warrants converted: 50,25,812; total equity now 2,21,90,628.
• Net worth ₹93.22 crore.
• Total debt (Standalone) ₹63.92 crore; DSCR 0.83x; D/E 0.69x.
• Current ratio 0.94x; quick ratio 0.67x.
• Foreign exchange earnings ₹2,190.16 lakh.

Operations and capacity

• GLP canine facility operational December 2025; capacity for 250+ dogs.
• New analytical platforms: ICP-MS, four LC-MS/MS, expanded HPLC.
• 30+ new clients, including China; six contracts ₹19.83 crore.
• Expansion across large-animal, DMPK, and bioanalytical capabilities.
• Facility uptime solid; no power/IT disruptions; 100% GLP standards.

Regulatory and governance

• OECD GLP and AAALACi accreditations maintained; inspections completed.
• CARO noted delays in statutory dues; CAPA implemented.
• Secretarial audit: no qualifications; internal controls adequate.
• Board of six directors; two independent; some 2025 resignations.
• IAEC approvals 100%; 0% distress incidents; 3Rs in practice.

Risks and outlook

• Risks: erosion of animal-model revenue; AI-enabled competition; regulatory change.
• Outlook: Indian preclinical CRO market growth; outsourcing demand rising.
• Strategic focus: IND-enabling, DMPK, and regulated device toxicology.
• Regulatory expectations: integrated GLP data and risk-based development.

Related parties and governance

• Related-party transactions on arm's length; disclosures in notes.
• Remuneration to directors: Ram ₹9.55L; Kompella ₹29.70L; Alangudi ₹4.00L.
• Intercompany loans to/from subsidiaries; balances outstanding.
• ESOP VBESOS 2016/2024; no options granted in 2025-26.
• Warrants conversion and related party dynamics ongoing.

AGM and shareholding

• 39th AGM scheduled 30 Sep 2026 via VC/OAVM.
• Remote e-voting window 27-29 Sep 2026; AGM votes at meeting.
• Promoter group remains substantial; top holders listed in annual report.

AGM details

• Date/time/mode: 30 Sep 2026, 03:00 PM IST, VC/OAVM.
• Deemed venue: Registered Office, Hyderabad.

Key resolutions

• Item 1 (Ordinary): Adopt Audited standalone and consolidated financial statements for 2025-26.
• Item 2 (Ordinary): Re-appoint Kalyan Ram Mangipudi as Director, retiring by rotation.
• Item 3 (Ordinary): Re-appoint Sri Kalyan Kompella as Whole-time Director for 2026-2031; salary up to Rs 2.5 lakh/month.
• Item 4 (Special): Re-appoint Dr. Sankaranarayanan Alangudi as Whole-time Director for 2027-2032; salary up to Rs 1 lakh/month.

Warrant expiry details

• 6,27,409 convertible equity warrants expired due to non-exercise.
• Out of 25,00,000 warrants issued on Feb 24, 2025 to Dwight Technologies Private Limited.
• Warrants issued at Rs 45 per unit (face value Rs 10, premium Rs 35).
• Expiry occurred within the 18-month tenure from allotment, ending Aug 24, 2026.
• Disclosure made under SEBI LODR Regulation 30 for the regulatory filing.