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Strides Pharma Science Ltd Directors Report

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Strides Pharma Science Ltd Share Price directors Report

Dear Shareholders,

On behalf of the Board of Directors of the Company, it gives us immense pleasure in presenting the 35 th Boards Report, along with the Audited Financial Statements (Consolidated & Standalone) for the financial year ended March 31, 2026.

1. Financial performance

Company has prepared the Consolidated and Standalone Financial Statements for the financial year ended March 31, 2026, in accordance with the Indian Accounting Standards (Ind AS) as prescribed under the Companies Act, 2013 (Act).

Key highlights of Consolidated and Standalone Financial performance of the Company for the financial year ended March 31, 2026 is provided below:

( I in Million)

Particulars Consolidated Standalone
FY26 FY25 YoY FY26 FY25 YoY
Revenues 1 48,587 45,653 6.40% 21,801 21,394 2.00%
Gross Margin 29,000 25,854 12.20% 10,701 10,559 1.00%
Gross Margin (%) 59.70% 56.60% 310bps 49.10% 49.40% (30bps)
EBITDA 2 9,253 8,028 15.30% 2,850 2,624 9.00%
EBITDA Margin (%) 19.00% 17.60% 140bps 13.10% 12.30% 80bps

1 Revenues referred in this section excludes interest income, guarantee commission, rental income and other non-operating income. 2 EBITDA referred in this section is post employee benefit expenses and operating expenses.

2. Companys performance

FY26 marks another year of strong and profitable growth for the Company, underpinned by its strategic focus on Profitability, Efficiency, and Growth. Company continues to maintain a disciplined approach to profitability-led growth, prudent capital allocation and building a resilient and sustainable business model.

Over the past 12 quarters, Company has consistently strengthened its profitability metrics, enhanced cash flow generation, and reinforced its balance sheet, reflecting sustained execution excellence and improved financial discipline.

During FY26, the operating environment remained dynamic and volatile, primarily due to geopolitical uncertainties. These factors resulted in incremental cost pressures, particularly in the manufacturing and supply chain operations. Despite these challenges, Company demonstrated resilience, delivering consistent quarter-on-quarter growth in absolute EBITDA and Operational Profit After Tax.

Companys strong fundamentals, diversified business mix, and disciplined financial management continue to position it well to navigate uncertainties with confidence.

Consolidated Financial Performance for the year

During FY26, Company reported Consolidated Revenue of 48,587 million, as compared to 45,653 million in FY25, registering a growth of 6.4% year-on-year. Gross Margins expanded by 310 basis points to 29,000 million, as compared to 25,854 million in FY25, reflecting a growth of 12.2%.

EBITDA for FY26 stood at 9,253 million, as against 8,028 million in FY25, representing a growth of 15.3%, with EBITDA Margin improving to 19.0% from 17.6% in FY25.

Operational Profit After Tax for FY26 increased significantly to 5,181 million, compared to 3,447 million in FY25, registering a growth of 50.3%. Operational Earnings Per Share (EPS) improved to 56.2 per share from 37.5 per share in FY25, reflecting a growth of 50.1%.

Reported Profit After Tax for FY26 increased to 5,745 million from 4,094 million in FY25, reflecting a growth of 40.3%. Reported EPS improved to 60.3 per share in FY26 from 44 per share in FY25, reflecting a growth of 37%.

As at March 31, 2026, reported net debt stood at 14,365 million, after foreign exchange impact of 1,115 million. The net debt-to-equity ratio improved to 0.46x in FY26, as compared to 0.59x in FY25. The current ratio improved to 1.28x in FY26 from 1.24x in FY25, and Return on Capital Employed (ROCE) increased to 15.76% in FY26 from 14.86% in FY25, reflecting improved capital efficiency.

Market Wise Performance for the year

U.S. Market

Revenue from the U.S. business stood at 24,897 million in FY26, as compared to 24,457 million in FY25. The business remained stable despite competitive pressures in recent product launches and a weaker flu season during the second half of the year.

During the year, Company launched six products and discontinued nine products that did not meet internal margin thresholds, reinforcing its continued focus on portfolio rationalisation and profitability.

Out of 70 commercialised products, Company maintained leadership (top three ranking) in 37 products, contributing ~75% of U.S. revenues.

As at March 2026, Company had filed 223 ANDAs and received approvals for 208 ANDAs, covering ~ 150 products.

Company continues to focus on its generics business in North America with a focus on relaunching products from its dormant and acquired ANDA portfolio. Multiple products are currently under various regulatory stages, including Prior Approval Supplements (PAS) and will be launched at opportune time. In parallel, Company continues to invest in building a differentiated and sustainable pipeline to support long-term growth.

Ex-U.S. Market

Ex-U.S. business, comprising Other Regulated Markets (ORM) and Growth Markets, delivered strong performance during the year.

Revenue from this business stood at 22,404 million in FY26, as compared to 18,512 million in FY25, reflecting a growth of 21% year-on-year.

Growth in the Ex-U.S. business was driven by consistent execution across key markets, including Europe, the UK, the Nordics, Australia, and continued momentum in Africa. These markets are scaling effectively and contributing meaningfully to profitability, reinforcing their position as key drivers of both growth and earnings.

Growth in Ex-U.S. business is expected to be driven by expansion of the product portfolio, new customer partnerships, conversion of a robust pipeline of opportunities, and continued progress in filings and approvals.

Access Market

Revenue from this business stood at I 1,286 million in FY26, as compared to 2,684 million in FY25, reflecting a decline of ~52% year-on-year.

The segment, which comprises tender-based and institutional sales across low-and middle-income countries, is characterised by variability in order volumes and timing.

The Access Markets business remains tactical, contributing to volume and advancing its broader objective of improving access to affordable medicines in underserved regions. The segment also helps offset manufacturing facility operating costs, thereby driving its efficient utilisation.

Other Key achievements during FY26

ESG & Sustainability - Company continues to make strong progress on ESG front which is reflected in a 5-point improvement in its S&P Globals Corporate Sustainability Assessment (CSA) and its inclusion in the S&P Global Sustainability Yearbook for the second consecutive year.

Company achieved a CSA score of 80, placing it amongst a select group of global companies recognised for strong sustainability performance. This reflects continued commitment to environmental stewardship, social responsibility, and governance excellence.

Organizational Recognition - During the year,

Company and its teams received multiple recognitions from leading industry bodies for contributions to innovation, operational excellence, and leadership. These accolades underscore the depth of capabilities and execution excellence across the organisation.

Corporate Social Responsibility - During the year,

Company successfully completed Vidyadhama –

Strides Model Government Higher Primary School at Haragadde, Bengaluru Rural. This flagship initiative reflects Companys sustained commitment to strengthening public education infrastructure and creating meaningful, long-term impact for underserved communities. Spread across 2.16 acres, the campus has been thoughtfully designed to provide a safe, inclusive, and future-ready learning environment.

In summary, FY26 reflects strong operational execution, sustained improvement in profitability, and disciplined financial management. Growth in Ex-U.S. business, margin expansion, and strengthened balance sheet position have enhanced the Companys resilience.

As we look ahead, we will continue to focus on delivering profitable growth and strengthening our presence across both U.S. and Ex-U.S. markets. At the same time, we remain committed to building a structurally resilient business, driven by sustainable growth, disciplined capital allocation, and continued strengthening of the balance sheet.

3. Dividend for FY26

Board of Directors, at their meeting held on May 18, 2026, have recommended a Dividend of 5 per equity share of face value I 10 each (50%) for the financial year ended March 31, 2026, subject to approval of the shareholders at the ensuing Annual General Meeting (AGM). The total dividend payout, if approved, would amount to ~ 461 million, representing a payout ratio of 25% on a standalone basis and 8% on a consolidated basis.

Dividend has been recommended in accordance with the Dividend Distribution Policy of the Company and shall be paid out of profits for the financial year March 31, 2026.

If approved by the shareholders at the AGM, Dividend shall be paid within 30 days from the date of AGM, after deduction of tax at source, as applicable, to those shareholders whose names appear in the Register of

Members or in the list of beneficial owners furnished by the depositories as on the Record Date fixed for this purpose.

Strides Dividend Distribution Policy is drafted in accordance with the provisions of Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations).

During the year under review, the Policy was reviewed and amended to incorporate guidance on dividend payout parameters. The Dividend Distribution Policy is available on the Companys website, and the web link thereto is provided on page 138 of this Annual Report.

4. Transfer to General Reserve

Movement in Reserves and Surplus for the financial year ended March 31, 2026, is set out in the Statement of Changes in Equity forming part of the Consolidated and Standalone Financial Statements (Refer Note No. 20 and 19, respectively).

5. Update on Corporate Actions

During the year under review, your Company has undertaken/ initiated the following key corporate actions:

5.1. De-merger of Identified Business of Arco Lab Private Limited, a Wholly owned Subsidiary of the Company

Arco Lab Private Limited (Arco Lab), a wholly owned subsidiary of the Company, operates as a Global Life Sciences Capability Centre providing life sciences consulting, digital innovation, and business solutions.

Pursuant to a Scheme of Arrangement under Sections 230 to 232 of the Act, Arco Lab has proposed to demerge its Life Sciences and Digital Innovation Capabilities business into Pivot Path Private Limited (Pivot Path), a company incorporated under the Act on April 10, 2025, and currently a wholly owned subsidiary of Arco Lab.

Appointed Date for the proposed Scheme is April 10, 2025.

Upon the Scheme becoming effective, investment held by Arco Lab in Pivot Path shall stand cancelled, and Pivot

Path shall issue shares to Strides Pharma Science, and consequently shall become a wholly owned subsidiary of Strides.

Arco Lab and Pivot Path have jointly filed a petition with the Honble NCLT, Bengaluru Bench, seeking approval of the Scheme. As at the date of this Report, the Scheme is pending for final approval from Honble NCLT. The proposed restructuring is not expected to have any financial or operational impact on the Company.

5.2 Acquisition of balance stake in Neviton Softech Private Limited, India (Neviton)

Neviton Softech Private Limited (Neviton), India, is engaged in providing IT services and engineering solutions to a diverse client base, with core capabilities in development of machine interfaces using IoT devices and integration of live data into real time applications.

Arco Lab Private Limited (Arco Lab), a wholly owned subsidiary of the Company, had acquired an initial equity stake of 25% in Neviton in August 2022, followed by an additional 25% equity stake in January 2024.

On February 16, 2026, Arco Lab acquired the remaining 50% equity stake in Neviton from the existing shareholder for a cash consideration of EUR 2 million ~ I 218 million.

Consequently, with effect from the said date, Neviton has become a wholly owned subsidiary of Arco Lab and a step down subsidiary of the Company.

The acquisition is expected to strengthen synergies between Arco Lab and Neviton, enhance the Groups knowledge based and IT service offerings, and support operational efficiencies, cost optimisation, and increased digitisation across the Group.

5.3 Agreement to acquire stake in Asaco Trinity Proprietary Limited, South Africa

Strides Pharma Asia Pte. Ltd., a wholly owned subsidiary of the Company in Singapore has entered into a Sale of

Shares Agreement on March 11, 2026, for acquisition of 12.5% equity stake in Asaco Trinity Proprietary Limited (Asaco).

Asaco is one of the shareholders of Trinity Pharma

Proprietary Limited (Trinity), South Africa. Trinity is a step-down subsidiary of the Company with business operations in South Africa.

The said transaction shall enable Strides group to increase its effective shareholding in Trinity by ~2.5% from 51.76% to 54.26%. The proposed transaction is subject to certain closing conditions and is expected to be completed by Q2FY27.

5.4 Strengthening Presence in Sub-Saharan Africa

During the year under review, Strides Pharma International AG (SPIAG), a step-down subsidiary of the Company, entered into definitive agreements with Sandoz AG, Switzerland, and its group entities for acquisition and in-licensing of a portfolio of branded generic products across Sub-Saharan Africa (SSA).

The transaction covers key SSA markets, including Western Africa (comprising 10 countries), Ghana, Nigeria and Kenya. The acquired portfolio comprises multiple well-established brands across anti-infective, cardiovascular and dermatology therapeutic segments, several of which individually generate annual sales exceeding U.S.$ 1 million. In addition to outright acquisitions, select products will continue to be marketed by Strides under in-licensing arrangements. To ensure uninterrupted supply, Strides will also enter into a manufacturing and supply agreement with Sandoz.

The said acquisition significantly expands Strides footprint in SSA, more than doubling its presence in the region. With the integration of Sandozs branded portfolio into Strides existing operations, the Group is expected to emerge among the top five pharmaceutical companies in SSA by sales and among the top two players in the representable market.

The transaction is expected to create strong strategic synergies by expanding Strides market reach, strengthening therapeutic leadership and enhancing engagement with prescribers across the region. The expanded portfolio provides access to new therapeutic areas, facilitates cross-selling opportunities and enables deeper penetration across pharmacies, clinics and healthcare institutions. These benefits, together with operational efficiencies from an enhanced commercial and supply chain platform, are expected to support sustainable growth and long-term value creation.

The initial consideration for the transaction is U.S.$ 12 million, payable at closing and funded through internal accruals. The transaction is expected to be EPS accretive. Completion is expected by the end of Q2 FY27, subject to customary regulatory and antitrust approvals.

6. Composition of the Board

The Companys Board of Directors comprises a diverse group of accomplished professionals who bring a broad range of industry expertise, strategic perspective, and strong governance stewardship to the decision making process.

The Board plays a pivotal role in shaping Strides strategic direction and supporting the long term sustainability of the business. Through its focus on governance practices, risk management, and performance monitoring, Strides Board provides effective leadership to drive responsible growth and long term value creation.

List of Board of Directors and movement during the year forms part of the Corporate Governance Report which forms part of Annual Report.

Retirement by Rotation and Re-appointment at the ensuing AGM

In accordance with the provisions of Section 152 of the Act and the Companys Articles of Association, Mr. Arun

Kumar (DIN: 00084845), is liable to retire by rotation at the ensuing AGM and being eligible, offers himself for his re-appointment.

Board recommends his re-appointment to the Board. Relevant details including profile of Mr. Arun Kumar is provided in the AGM Notice.

KMP of the Company during the year and as at the date of this report, are set out below:

• Mr. Arun Kumar (Whole Time Director and KMP upto April 4, 2025)

• Mr. Badree Komandur (Managing Director & Group CEO)

• Mr. Aditya Arun Kumar (Executive Director Business

Development)

• Ms. Manjula Ramamurthy (Company Secretary & Compliance Officer)

• Mr. Vikesh Kumar (Group Chief Financial Officer)

7. Board Meetings

Board meets at regular intervals to review performance of the Company, to discuss and decide on various business strategies, policies and other matters.

During FY26, Board of Directors met six times. The intervening gap between meetings was within the period prescribed under the Act and SEBI Listing Regulations.

Details of meetings of Board held during FY26 along with information relating to attendance of each director is provided in the Corporate Governance Report which forms part of Annual Report.

8. Board Committees

Board has constituted sub-committees to focus on specific areas and make informed decisions within the authority delegated to each of the Committees. Each Committee of the Board is guided by its Charter, which defines the scope, powers and composition of the Committee.

Board has constituted the following Statutory Committees:

1) Audit Committee

2) Nomination and Remuneration Committee

3) Stakeholders Relationship Committee

4) Corporate Social Responsibility Committee; &

5) Risk Management & Sustainability Committee

Board has also constituted a non-statutory committee titled Management Committee. This Committee primarily considers matters that may be delegated by the Board of Directors of the Company under Section 179 of the Act and other delegable matters for administrative convenience.

Management Committee comprises of two Independent Directors and an Executive Director. Chairperson of the Committee is appointed on a rotation basis amongst the Independent Directors. This Committee meets at such intervals, based on requirements of the Company.

Details pertaining to composition, terms of reference, details of meetings held during FY26 along with attendance of each of the committee members for all the above Committees are provided in the Corporate Governance Report, which forms part of this Annual Report.

During the year, all recommendations made by the Committees were approved by the Board.

9. Share Capital

Authorized Share Capital

During the year under review, there was no change in the Authorized Share Capital of the Company.

Authorised Share Capital of the Company as at March 31, 2026 stood at I 2,183,700,000/- divided into 218,370,000 equity shares of I 10 each.

Issued, Subscribed and Paid-up Share Capital

Issued, Subscribed and Paid-up Share Capital of the Company as at March 31, 2026, stood at I 921,727,140/- divided into 92,172,714 equity shares of I 10/- each.

Movement in issued, subscribed and paid-up share capital during the year is as under:

Particulars Number of Shares Amount ( )
April 1, 2025 92,162,714 equity shares of face value of I10/- each 921,627,140
Additions during the year 10,000 equity shares of face value I10/- each issued pursuant to exercise of ESOPs during the year 1,00,000
March 31, 2026 92,172,714 equity shares of face value of I10/- each 921,727,140

10. Subsidiary, Joint Ventures and Associate Companies

Strides operates through a global structure comprising over 30 entities across North America, Africa, Europe, Asia and Australia.

These entities play a critical role in strengthening market presence, supporting regulatory filings, enabling manufacturing operations and undertaking marketing and distribution of pharmaceutical products.

Details of Subsidiaries, Joint Venture, and Associate entities as at March 31, 2026 are provided below:

Nature of Relationship India Overseas Total
Subsidiaries 4 27 31
Joint Ventures - 1 1
Associates - 3 3
Total 4 31 35

List of Subsidiaries, which have become or ceased to be part of the Group during the year is also mentioned below:

# Name of Entity Event Date Remarks
1 Pivot Path Private Limited, India April 10, 2025 Incorporated as a wholly owned subsidiary of Arco Lab Private Limited (Arco Lab) and became part of Strides\u2019 Group.
2 Strides CIS Limited, Cyprus June 16, 2025 Divested to a third-party effective June 16, 2025.
3 Apollo Life Sciences Holdings August 22, 2025 Voluntarily de-registered with the Companies and Intellectual
(Pty) Ltd, South Africa Property Commission.
4 Beltapharm S.R.L, Italy May 14, 2025 Change in legal status of the entity from S.P.A to S.R.L
# Name of Entity Event Date Remarks
5 Neviton Softech Private Limited, India February 16, 2026 Acquisition of remaining 50% equity stake in Neviton.
Consequently, effective February 16, 2026, Neviton has become a WOS of Arco Lab and a step-down subsidiary of the Company.
Pursuant to the above, Neviton Technologies Inc. a WOS of Neviton has also become a step-down WOS of Arco Lab and the Company.

Policy on Material Subsidiaries

Company has formulated a Policy for determination of

Material Subsidiaries in accordance with Regulation 16(1) (c) of the SEBI Listing Regulations.

The said Policy is available on the Companys website, and the web link for accessing the same is provided on page 138 of this Annual Report.

Governance Framework at Subsidiaries

Governance practices across the subsidiaries, particularly material subsidiaries, are harmonized with Strides compliance standards. Governance frameworks at the subsidiary level, including Board processes, financial controls, legal & regulatory filings and statutory compliances, are closely aligned with those of the parent Company.

11. Accounts of Subsidiaries

During the year, Board of Directors have reviewed affairs of the subsidiaries. As part of the quarterly/ annual board meeting, Audit Committee and Board of Directors of the Company are provided with requisite updates/ information/ reports relating to subsidiaries as required under the Act and SEBI Listing Regulations.

In accordance with Section 129 (3) of the Act, Company has prepared a consolidated financial statement.

A statement containing salient features of financial statements of the Companys subsidiaries, joint ventures and associate companies, and their contribution to the overall performance of the Company, as required in Form

AOC 1 is enclosed as Annexure-1 to this Report.

12. Corporate Governance Report

As per SEBI Listing Regulations, Corporate Governance Report along with Statutory Auditors Certificate thereon for FY26 forms part of this Annual Report.

Further, disclosure about following matters is provided in the Corporate Governance Report (which forms part of this Boards Report):

• Vigil Mechanism/ Whistle Blower Policy

• Policy on Directors Appointment and Remuneration

(Strides Nomination and Remuneration Policy)

• Policy on Prevention of Sexual Harassment at workplace

• Declaration by the Independent Directors of the Company

• Board Evaluation

• Investor Education and Protection Fund

13. Management Discussion and Analysis Report

Management Discussion and Analysis Report (MD&A) prepared in accordance with the SEBI Listing Regulations, provides a comprehensive overview of the Companys operations, industry trends, financial performance, and strategic outlook.

MD&A Report for FY26 forms part of this Annual Report.

14. Business Responsibility and Sustainability Report

As per SEBI Listing Regulations, Business Responsibility and Sustainability Report for FY26 forms a part of this

Annual Report.

15. Employee Stock Option Scheme

Presently, your Company has one Stock Option Plan viz., Strides Employee Stock Option Plan 2016 (ESOP Plan).

A statement giving detailed information on stock options granted to Employees under the ESOP Plan as required under Section 62 of the Act, read with Rule 12 of Companies (Share Capital and Debentures) Rules, 2014 and Regulation 14 of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 is enclosed as Annexure-2 to this Report and is also available at https://www.strides.com/investors/shareholder-information/general-meeting.

16. Particulars of Employees and Remuneration

The percentage increase in remuneration, ratio of remuneration of directors and key managerial personnel (KMP) (as required under the Act) to the median of employees remuneration forms part of this report and is appended herewith as Annexure-3 .

Further, as per the provisions of Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies

(Appointment and Remuneration of Managerial Personnel)

Rules, 2014, a statement containing names of top ten employees in terms of remuneration drawn and the particulars of employees employed throughout the year and in receipt of remuneration of I 1.02 Crore or more per annum and employees employed for part of the year and in receipt of remuneration of I 8.50 Lakh or more per month is to be provided.

However, in terms of the second proviso to Section

136(1) of the Act, Annual Report, excluding the aforesaid information, is being sent to Shareholders of the Company and others entitled thereto.

The said information is available for inspection at the registered office of the Company up to the date of ensuing AGM. Any Shareholder interested in obtaining a copy thereof, may write to the Company Secretary in this regard.

17. Corporate Social Responsibility (CSR)

Strides CSR initiatives help address socio-economic challenges in the realms of Health & Hygiene, Education, Employability & Livelihood and Community Welfare.

A detailed report on the CSR activities undertaken during FY26 is enclosed as Annexure-4 to this Report. Group CFO of the Company has certified that CSR funds disbursed for the projects have been utilized for the purposes and in the manner as approved by the Board.

During the year, CSR Policy was reviewed and amended to enhance clarity, strengthen governance roles, and encourage employee volunteering.

Strides CSR Policy is available on Companys website and weblink to access the same is provided in Page 138 of the

Annual Report.

18. Particulars of Loans given, Investments made, Guarantees given or Security provided by the Company

Company has disclosed the full particulars of loans given, investments made, guarantee given or security provided during the year, as required under Section 186 of the Act, Regulation 34(3) and Schedule V of the SEBI Listing Regulations in Note no. 40 to the standalone financial statements, which forms part of this Annual Report.

19. Particulars of Contracts or Arrangements with Related Parties

In accordance with the requirements of the Act and the SEBI Listing Regulations, your Company has framed a Policy on Materiality and Dealing with Related-Party

Transactions (RPTs).

During the year under review, the said Policy was reviewed by the Audit Committee and Board to align with the regulatory amendments, amongst other changes. The updated Policy is available on the Companys website and web link to access the same is provided in Page 138 of the

Annual Report.

Company has a process in place to periodically review and monitor RPTs. All RPTs entered into by the Company during FY26 were in ordinary course of business and at arms length basis. There are no materially significant related party transactions made by the Company which may have potential conflict with interests of the Company.

Information on transactions with related parties pursuant to Section 134(3)(h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014 is enclosed as

Annexure-5 to this Report.

All transactions with related parties are also disclosed in

Note no. 45 to the Standalone Financial Statements in the

Annual Report.

20. Auditors and Audit Reports

20.1 Statutory Auditors

In terms of the provisions of Section 139 of the Act, a company shall appoint/ re-appoint an audit firm as Statutory Auditors for not more than two terms of five consecutive years.

M/s. B S R & Co. LLP, Chartered Accountants (Firm Registration no. 101248W/ W-100022) were re-appointed as Statutory Auditors of the Company at the AGM held on

September 9, 2022 for the second term of five years i.e., from the conclusion of the 31 st AGM till the conclusion of the 36th AGM of the Company to be held in the year 2027. Accordingly, BSR will be completing their final term as Statutory Auditors of the Company in 2027.

Statutory Auditors Report for the financial year ended March 31, 2026, is enclosed along with the financial statements in the Annual Report. The said report was issued by the Statutory Auditors with an unmodified opinion and does not contain any qualifications, observations or adverse remarks.

Appointment of Deloitte Haskins & Sells, LLP as Statutory Auditors from FY28

Based on the recommendation of Audit Committee, Board of Directors of the Company at their meeting held on May 18, 2026 has approved and recommended the appointment of M/s. Deloitte Haskins & Sells, LLP, Chartered Accountants (Firm Registration No. 117366W/ W-100018) as its Statutory Auditors for a first term of five consecutive years commencing from the conclusion of

36th AGM of the Company (to be held in the year 2027). Their first term of five years shall be valid upto the conclusion of 41st AGM of the Company (to be held in the year 2032).

The said appointment is subject to approval of shareholders of the Company in their AGM to be held in the year 2027, further subject to fulfilment of all applicable regulatory requirements including Auditors independence in accordance with the relevant laws and regulations.

20.2 Internal Auditors

M/s. Grant Thornton Bharat LLP (formerly known as Grant Thornton India LLP) (LLPIN: AAA-7677) are the Internal

Auditors of the Company.

During the year under review, Internal Auditors were satisfied with the management response on observations and recommendations made by them during course of their audit.

20.3 Cost Auditors

Pursuant to the provisions of Section 148(1) of the Act,

Company is required to maintain cost records, and accordingly, such cost accounts and records are duly made and maintained.

Cost Audit for FY26

Board of Directors of the Company, at their meeting held on May 22, 2025, based on the recommendation of Audit Committee, approved the appointment of M/s. Rao, Murthy & Associates, Cost Accountants (Firm Registration No. 000065), as the Cost Auditors of the Company for FY26. The remuneration payable to Cost Auditors for FY26 was approved by the Members at the Annual General Meeting held on August 7, 2025.

Cost Audit for FY27

Members may further note that, over the last few financial years, Companys export revenues in foreign currency have consistently exceeded 75% of its total standalone turnover. During FY26, revenue from exports in foreign currency constituted ~96% of the total standalone turnover.

Accordingly, as per the provisions of the Act, Company is eligible for and has availed the exemption from cost audit for FY27. Assessment relating to cost audit requirement shall be carried out by the Company on a year-on-year basis.

20.4 Secretarial Auditors

M/s. V Sreedharan and Associates (Firm Registration no. P1985KR14800), a Peer Reviewed Practicing Company Secretaries, based out of Bengaluru, is the Secretarial

Auditor for the Company.

Secretarial Audit for FY26, inter alia, included audit of compliance with the Act and the Rules made thereunder,

SEBI Listing Regulations and other applicable Regulations prescribed by SEBI, amongst others. Copy of the said

Report is enclosed as Annexure-6 to this report.

Secretarial Auditor has observed that Company intimated the Stock Exchanges regarding changes in Senior Management Personnel (cessation/ appointment) on May 10, 2025, which was beyond the timeline prescribed under applicable regulatory provisions, and in this regard,

BSE Limited, vide its letter dated July 18, 2025, sought clarification from the Company.

Company has responded to BSE Limited vide its letter dated July 22, 2025 that the delay in intimation was due to administrative reasons. Since then, Company has strengthened its internal processes and coordination mechanisms to ensure timely identification and disclosure of events in compliance with Regulation 30 of the SEBI

Listing Regulations. No fines or penalties have been imposed on the Company in this regard as on the date of this Report.

20.5 Secretarial Audit Report of Material Unlisted Subsidiary

In accordance with the provision of 24(A) of the SEBI Listing Regulations, a listed company is required to annex the secretarial audit report of its material unlisted subsidiary in India to its Annual Report.

Arco Lab Private Limited (Arco Lab) was identified as a Material Unlisted Subsidiary of the Company in India for FY26.

Secretarial Audit for Arco Lab was conducted by Vijayalakshmi K, a Peer Reviewed Practicing Company

Secretary. The said Report, enclosed as Annexure 7 to this report, does not contain any qualifications, observations or adverse remarks.

21. Internal Financial Controls

Company has in place adequate framework for Internal Financial Controls as required under Section 134(5)(e) of the Act.

During the year under review, such controls were tested and no material weaknesses in their design or operations were observed.

22. Risk Management

Risk Management has always been an integral aspect of our organisational activities and control systems.

Company has in place Enterprise Risk Management (ERM) Policy which provides a structured and disciplined approach to identify, assess, mitigate, and monitor risks across the organisation. Our ERM framework is dynamic and deeply integrated into our decision-making processes continuously evolving to align with our strategic priorities and the shifting global risk landscape. It addresses a wide range of potential exposures, including financial, operational, geopolitical, compliance and Sustainability-ESG risks, ensuring that Company remain agile and future-ready.

ERM Policy is available on Companys website and weblink to access the same is provided in Page 138 of the

Annual Report.

Pursuant to the SEBI Listing Regulations, Company has constituted a Risk Management Committee. During the year, Committees mandate was expanded to include oversight of sustainability goals, and it was consequently renamed as the Risk Management and Sustainability Committee.

Details pertaining to composition, terms of reference, details of meetings held during FY26 along with attendance of each of the committee members are provided in the

Corporate Governance Report, which forms part of this Annual Report.

23. Other Disclosures

23.1 Nature of Business of the Company

During the year under review, there has been no change in nature of business of the Company.

23.2 Deposits

During the year under review, Company has neither accepted nor renewed deposits from the public falling within the ambit of Section 73 and 74 of the Act read with the relevant Rules framed thereunder. Hence, the requirement for furnishing of details relating to deposits covered under Chapter V of the Act or the details of deposits which are not in compliance with Chapter V of the Act is not applicable.

Requisite return for FY26 with respect to amount(s) not considered as deposits shall be filed with the Registrar of Companies within the prescribed timelines. The Company does not have any unclaimed deposits as at the date of this report.

23.3 Disclosure on compliance with Secretarial Standards

Company complies with all applicable mandatory Secretarial Standards issued by the Institute of Company Secretaries of India.

23.4 Reporting of Fraud

No frauds were reported by Auditors of the Company as specified under Section 143 of the Act for FY26.

23.5 Significant and material orders passed by Regulators or Courts

During the year under review, there were no significant and material orders passed by the regulators or courts impacting the going concern status of your Company and its operations in future.

23.6 Annual Return of the Company

Pursuant to Section 92 of the Act and Rules made thereunder, Annual Returns of the Company for FY26 has been uploaded on the website of the Company and can be accessed at https://www.strides.com/Upload/PDF/ annual-return-2026.pdf.

23.7 Conservation of Energy, R&D, Technology Absorption and Foreign Exchange Earnings/ Outgo

Details of Energy Conservation, R&D, Technology Absorption and Foreign Exchange Earnings/ Outgo is enclosed as Annexure-8 to this Report.

23.8 Confirmation regarding compliance to Maternity Benefit Act

During the year under review, Company has complied with the provisions of Maternity Benefit Act, 1961 along with all applicable amendments and undertook necessary measures to ensure compliance for all eligible employees.

23.9 General

Further, your Directors state that no disclosure or reporting is required in respect of the following matters as there were no transactions on these items during the year under review:

• Issue of equity shares with differential rights as to dividend, voting or otherwise as per Section 43(a)(ii) of the Act;

• Issue of Sweat Equity Shares under any scheme as per provisions of Section 54(1)(d) of the Act;

• Company does not have any scheme of provision of money for purchase of its own shares by employees or by trustees for the benefit of employees;

• No instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act;

• MD & CEO of the Company does not receive any remuneration or commission from any of its Subsidiaries;

• There was no revision in the Financial Statements and Boards Report of the Company during the year under review;

• Company has not made any application under the

Insolvency and Bankruptcy Code, 2016 (IBC). Further, there are no proceedings admitted against the Company under IBC; and

• There was no one-time settlement done with the Banks or Financial Institutions. Therefore, the requirement to disclose details of difference between valuation done at the time of taking the loan from Banks or Financial Institution and at the time of one-time settlement is not applicable.

24. Material changes and commitments

There were no material changes and commitments affecting the financial position of the Company between end of the Financial Year and the date of this report.

25. Directors Responsibility Statement

Pursuant to the requirement under Section 134 (3)(c) of the Act with respect to the Directors Responsibility Statement, Board of Directors of your Company state that:

(a) in preparation of annual accounts, the applicable accounting standards have been followed along with proper explanation relating to any material departures.

(b) directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit and loss of the Company for that period;

(c) directors have taken proper and sufficient care 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;

(d) directors have prepared the annual accounts of the

Company on a going concern basis;

(e) directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively;

(f) directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

26. Acknowledgements

Your Directors place on record their sincere appreciation for the collective dedication, commitment, and valuable contributions of all employees of the Company, across locations and levels, whose efforts have been instrumental in achieving the overall growth and progress of the Company.

Directors also express their gratitude to the Companys vendors, suppliers, bankers, financial institutions, employee unions, members, customers, Government and regulatory authorities, stock exchanges, consultants, and all other business associates and stakeholders for their continued cooperation, support, and confidence in the Company.

Company remains committed to building strong and enduring relationships with all its stakeholders and values their feedback and inputs as it continues to strengthen its operations and pursue sustainable growth.

For and onbehalf of the Board of Directors
Arun Kumar Badree Komandur
Non-Executive Director & Chairperson Managing Director & Group CEO
DIN: 00084845 DIN: 07803242

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