Rubicon Research Limited has filed its Business Responsibility and Sustainability Report (BRSR) for the financial year 2025-26 with BSE Limited and the National Stock Exchange of India Limited, pursuant to Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The report forms part of the company's Integrated Annual Report for FY 2025-26 and is prepared on a standalone basis. The filing was signed by Deepashree Tanksale, Company Secretary and Compliance Officer.

Company Overview and Financial Profile

Rubicon Research Limited, incorporated in 1999 and registered at MedOne House, B-75, Road No. 33, Wagle Estate, Thane – 400 604, Maharashtra, is engaged in pharmaceutical formulations. The company develops, manufactures, and markets branded specialty and generic pharmaceutical products, with pharmaceutical products accounting for 100% of its turnover.

Key financial and operational parameters for FY 2025-26 are summarised below:

The company primarily markets its products in the United States through subsidiaries Validus Pharmaceuticals LLC and AdvaGen Pharma, as well as through third-party sales and marketing entities. Its customer base includes wholesalers, major pharmacy chains, group purchasing organizations (GPOs), regional and national pharmacy networks, and Managed Care Organizations.

Operations and Workforce

As of the end of FY 2025-26, the company operated 3 plants and 2 offices domestically, and 7 international offices, serving customers across 8 countries. The company's workforce comprised 1,303 total employees and 582 total workers.

On board-level representation, the company's Board of Directors comprised 8 members, of whom 2 (25%) were women. Among Key Management Personnel, 1 out of 2 (50%) was a woman. The company's highest authority for implementation and oversight of the Business Responsibility policy is Mr. Parag Sancheti, Executive Director & CEO.

Governance, Ethics, and Compliance

Rubicon Research has established policies covering all nine Principles of the National Guidelines on Responsible Business Conduct (NGRBCs). These policies have been approved by the Board and are available on the company's website at www.rubicon.co.in/investors . The company reported nil fines, penalties, or disciplinary actions against directors, KMPs, employees, or workers for bribery or corruption in FY 2025-26, and nil complaints related to conflict of interest.

The Board of Directors, through its Audit Committee and Risk Management Committee, oversees sustainability-related matters. Compliance with all applicable statutory requirements is reviewed by the Board and the Audit Committee on a quarterly basis. The company has also identified ten material responsible business conduct and sustainability issues, including corporate governance and business ethics, innovation and research, human capital development, product quality and safety, cybersecurity and data privacy, supply chain management, waste management, energy efficiency and climate change, occupational health and safety, and enhancing accessibility of medicines.

Environmental Initiatives and Sustainability Targets

The company has implemented Zero Liquid Discharge (ZLD) mechanisms at select manufacturing facilities, with treated water reused for cooling tower make-up and gardening. No liquid effluent is discharged to surface water or any water body from any location.

Key air emission data is provided below:

The company has set the following environmental targets under Principle 6:

• Increase the use of renewable energy by 30% through installed solar systems and group captive power consumption by 2030
• Enhance green cover and biodiversity through increased tree plantation at Ambernath, Satara, and Indore manufacturing plants
• Achieve water neutrality by 2030
• Ensure 100% disposal of hazardous waste through authorised pre-processing/co-processing facilities by 2030

Notable sustainability initiatives undertaken include solar rooftop installations at Satara and Ambernath plants generating total renewable electricity of 1,400.20 GJ in FY 2025-26, transition of hazardous waste from incineration/landfill to co-processing, procurement of renewable energy from third-party captive plants (expected to constitute at least 40% of energy mix at Ambernath plant), LED lighting and Variable Frequency Drives (VFDs) deployment across locations, and digitalization reducing paper consumption by 25%.

CSR, Stakeholder Engagement, and Consumer Responsibility

CSR is applicable to Rubicon Research under Section 135 of the Companies Act, 2013. The company conducts CSR activities through its internal platform, "Sankalp", focusing on healthcare, education, sanitation, cleanliness, and community welfare. Beneficiaries of CSR projects in FY 2025-26 included 35 students through a contribution to Aarambha Foundation, 500 students through a contribution to a Kitchen and Dining Hall, and 1,950 beneficiaries through a contribution to Shree Santkrupa Shikshan Sanstha, among others.

On consumer responsibility, the company reported nil voluntary or forced product recalls during FY 2025-26, nil data breaches, and no instances of disruption or discontinuation of essential services. The company is affiliated with one trade and industry body — the Bombay Chamber of Commerce & Industry (BCCI). Rubicon Research is currently focused on managing Scope 1 and Scope 2 emissions, with efforts to identify and disclose Scope 3 emissions planned for upcoming reporting cycles. Independent assurance of the BRSR report is not applicable for FY 2025-26.

Rubicon Research has scheduled its 27th Annual General Meeting (AGM) for August 26, 2026, to seek shareholder approval for a proposed final dividend of ₹1.50 per equity share and the fast-track merger of its wholly-owned subsidiary, KIA Health Tech Private Limited. The meeting, held via video conferencing, also aims to ratify a new employee stock option plan (ESOP 2026) and approve remuneration for independent directors. Investors must submit tax documentation by August 10, 2026, to ensure accurate Tax Deduction at Source (TDS) on the dividend, which is subject to approval at the AGM.

The proposed dividend of ₹1.50 per share represents a significant increase from the previous year’s payout of ₹0.02 per share. The Board of Directors recommended this distribution during its meeting on May 29, 2026, citing strong financial performance in FY26. The total dividend payout is estimated at approximately ₹25 crore, reflecting a payout ratio of 13.29% of standalone profits after tax. Dividends will be paid electronically within 30 days of the AGM, net of applicable TDS, to shareholders registered as of the record date, August 7, 2026.

Key AGM Agenda Items

The merger of KIA Health Tech Private Limited into Rubicon Research is designed to consolidate operations, reduce regulatory compliance costs, and optimize resource utilization. As KIA Health Tech is a wholly-owned subsidiary, no shares will be issued or consideration paid in the transaction. The merger is expected to enhance cash management efficiency and streamline the company’s manufacturing footprint without altering the shareholding pattern or voting rights of existing shareholders.

New ESOP Scheme and Governance Updates

Shareholders will vote on the Rubicon Research Limited Stock Options Plan 2026 (ESOP 2026), which creates an aggregate pool of 24,84,415 employee stock options. This includes 18,12,253 fresh options and 6,72,162 unutilized options carried forward from the previous scheme. The plan aims to attract and retain talent by aligning employee interests with long-term shareholder value. Additionally, the AGM will approve the remuneration framework for non-executive independent directors for a three-year period commencing October 1, 2026, aligning their compensation with market benchmarks and increased governance responsibilities.

Tax Compliance and Voting Process

To claim exemptions or lower TDS rates on the dividend, resident individuals must update their Permanent Account Number (PAN) and tax residential status with their Depository Participants (CDSL or NSDL) by August 10, 2026. Non-resident shareholders must submit a Tax Residency Certificate (TRC) and Form 41 to avail benefits under Double Taxation Avoidance Agreements (DTAA). Failure to provide these documents may result in higher TDS deductions at 20% plus surcharge and cess. Remote e-voting for the AGM begins on August 22, 2026, and ends on August 25, 2026, with voting rights determined based on holdings as of the cut-off date, August 19, 2026.

What the Numbers Show

The proposed dividend increase signals management’s confidence in the company’s cash generation capabilities following its IPO in October 2025. With revenue from operations growing 37% year-on-year to ₹17,540 million in FY26 and profit after tax surging 84% to ₹2,467 million, the company has strengthened its balance sheet significantly. The move to merge KIA Health Tech further indicates a strategic focus on operational efficiency and cost reduction, potentially improving future margins as the company integrates its supply chain and reduces administrative overheads.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE506V01022/dc586611-55ea-49e9-a8fb-ceffc523e26d.pdf