Rossari Biotech Limited has been served with a petition by the sellers of Unitop Chemicals Private Limited challenging the final arbitration award passed earlier this year. The petition, filed under Section 34 of the Arbitration and Conciliation Act, 1996, contests the award dated January 21, 2026. This legal development impacts the company following its acquisition of Unitop Chemicals, a material unlisted subsidiary, in 2021.

The sellers, including Barkur Dharmaraj Shetty and B.D. Shetty HUF, initiated the original arbitration proceedings under the share purchase agreement (SPA) executed on June 02, 2021. The company had previously informed the exchanges regarding the passing of the final award by the Arbitral Tribunal on January 29, 2026. The current filing updates that status, indicating the sellers are now seeking to set aside that award.

The disclosure was made to BSE Limited and National Stock Exchange of India Limited on June 04, 2026, in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The notification was signed by Parul Gupta, Company Secretary & Head - Legal.

Key Details of the Dispute

Rossari Biotech has approved the grant of 8,30,050 stock options to eligible employees under its Rossari Employee Stock Option Plan – 2019 (ESOP 2019). The Board determined the exercise price at ₹537 per option. Each option will convert into one equity share of the face value ₹2 upon vesting and exercise. The options will vest over four years, with 20% vesting at the end of each of the first three years and the remaining 40% at the end of the fourth year. Vested options can be exercised within five years from the date of vesting.

The Board also recommended the re-appointment of Ms. Esha Padmanabhan Achan as a Non-Executive Independent Director for a second term of three consecutive years. Her tenure is scheduled to commence on October 21, 2026, and conclude on October 20, 2029, subject to the approval of the company's members. Ms. Achan is a finance professional with 33 years of experience, having held senior roles at Glenmark Pharmaceuticals and Bajaj. She holds no shareholding in the company and is not related to any other directors.

The ESOP 2019 is formulated in terms of the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014. The Nomination and Remuneration Committee administers the plan and determines the eligibility criteria for grants. The exercise price is set by the Board or the committee, ensuring it is not less than the face value of the shares.

Key Details of ESOP Grant

Director Re-appointment Details