Gufic Biosciences Limited must pay a ₹1,72,000 penalty to the National Stock Exchange (NSE) by October 3, 2026, after the exchange rejected its waiver application.

The fine relates to non-compliance with SEBI listing regulations concerning the appointment of Kamal Kishore Seth as an Additional Director. Seth, aged over 75, was appointed without the required shareholder approval via special resolution for the quarter ended September 30, 2024.

Regulatory Context and Prior Actions

The company had previously paid a separate penalty of ₹8,000 to both BSE and NSE for similar non-compliance in the quarter ended June 30, 2024. Subsequently, Gufic filed waiver applications with both exchanges to contest these fines.

BSE rejected Gufic’s waiver application earlier, with the decision communicated on March 13, 2026. The recent NSE rejection confirms that the regulatory stance remains firm across both exchanges regarding the appointment of directors exceeding the age limit without specific shareholder consent.

Compliance Timeline

The sequence of regulatory actions highlights the company's ongoing compliance challenges:

What the Numbers Show

The total financial impact of this specific governance lapse amounts to ₹1,80,000 when combining the already-paid June quarter penalty (₹8,000) and the newly mandated September quarter penalty (₹1,72,000). The significant disparity between the two quarterly penalties suggests that the NSE may have assessed the severity or duration of the non-compliance differently across quarters, or applied distinct fee structures for repeated violations within the same fiscal period.

Gufic Biosciences shareholders approved all five ordinary and special resolutions at its 42nd Annual General Meeting held on September 4, 2026. The company declared a 10% final dividend, amounting to ₹0.10 per equity share of face value ₹1 each, for the financial year ended March 31, 2026.

The meeting was conducted via video conferencing from Mumbai. Mr. Jayesh P. Choksi, Chairman & Managing Director, chaired the session. All directors and committee chairpersons were present. Statutory auditors, secretarial auditors, and the scrutinizer also attended.

Voting Participation and Results

A total of 43 shareholders participated in the meeting, comprising 5 from the promoter group and 38 from the public category. Corporate shareholders holding 3,13,60,802 equity shares (representing 31.27% of paid-up capital) submitted authorized representations.

The consolidated scrutinizer report, issued by CS Sandhya R. Malhotra of M/s. Manish Ghia & Associates on September 7, 2026, confirmed that all resolutions were passed with requisite majorities. The record date for voting was August 28, 2026, with a total of 30,441 shareholders on record.

Resolution-wise Voting Breakdown

The promoter group voted in favor of 100% of their holdings across all resolutions. Public institutional investors also voted unanimously in favor. Minor dissent was observed only among non-institutional public shareholders, particularly regarding the special resolution for Mr. Pankaj J. Gandhi’s re-appointment.

Key Resolutions Approved

Shareholders approved several key items during the proceedings:

• Adoption of the audited standalone and consolidated financial statements for FY26.
• Re-appointment of Mr. Pranav J. Choksi as a director upon retirement by rotation.
• Ratification of remuneration for cost auditors M/s. Poddar & Co. for FY27.
• Re-appointment of Mr. Pankaj J. Gandhi as Whole Time Director and continuation of his directorship beyond age 70.

Ms. Ami Shah, Company Secretary & Compliance Officer, confirmed that remote e-voting was facilitated through NSDL. The audit reports for FY25-26 contained no qualifications or adverse remarks.