Shilpa Medicare Limited has completed its regulatory compliance obligations by submitting the mandatory certificate under Regulation 74(5) of the Securities and Exchange Board of India (Depositories and Participants) Regulations 2018 for the quarter ended March 31, 2026. The submission was made on April 06, 2026, to both BSE Limited and the National Stock Exchange of India Limited.

Regulatory Compliance Details

The compliance certificate was issued by KFin Technologies Limited, which serves as the registrar and share transfer agent for Shilpa Medicare Limited. KFin Technologies holds SEBI Registration Number INR000000221 and is authorized to provide depository services. The certificate was dated April 02, 2026, confirming timely processing of the quarterly requirements.

Certificate Confirmation

KFin Technologies Limited, acting as the registrar, share transfer and depository services agent, has certified that all details of securities dematerialized and rematerialized during the quarter ended March 31, 2026 have been properly furnished to all stock exchanges where the company's shares are listed. This certification ensures compliance with SEBI's depositories and participants regulations.

Stakeholder Communication

The compliance submission was formally communicated to multiple regulatory bodies and depositories. The certificates were addressed to the National Securities Depository Limited and Central Depository Services (India) Limited, ensuring comprehensive coverage of all relevant depository institutions. This systematic approach demonstrates the company's commitment to maintaining transparency across all regulatory channels.

Corporate Governance

The submission was authorized by Ritu Tiwary, Company Secretary and Compliance Officer of Shilpa Medicare Limited, who digitally signed the documents on April 06, 2026. This formal authorization process reflects the company's structured approach to corporate governance and regulatory compliance, ensuring proper oversight of all mandatory submissions.

Shilpa Medicare Limited has received the certified copy of the National Company Law Tribunal (NCLT) order approving its scheme of amalgamation with wholly owned subsidiary Shilpa Therapeutics Private Limited. The company informed stock exchanges BSE and NSE about this development on March 17, 2026.

NCLT Approval Details

The NCLT Bangalore bench approved the amalgamation scheme on February 27, 2026, under sections 230-232 of the Companies Act, 2013. The tribunal's order was delivered by Hon'ble Member (Judicial) Shri Sunil Kumar Aggarwal and Hon'ble Member (Technical) Shri Radhakrishna Sreepada.

Scheme Implementation

The scheme will come into effect upon filing the certified true copy of the order with the Registrar of Companies (ROC). As part of the amalgamation, all assets, liabilities, and undertakings of Shilpa Therapeutics Private Limited will be transferred to Shilpa Medicare Limited.

Key Financial Aspects

The transferor company reported employee benefit expenses of Rs.1,38,90,386 as of March 31, 2024. Under the scheme, all staff, workmen, and employees of the subsidiary will be absorbed by the parent company on terms no less favorable than their current arrangements.

Regulatory Compliance

The NCLT order addresses several compliance requirements:

• MSME Dues: Both companies have outstanding dues to Micro, Small and Medium Enterprises - Rs.25.60 lakhs for the transferor and Rs.53.13 lakhs for the transferee
• Statutory Dues: The transferor company has undisputed statutory dues of Rs.61.17 lakhs, while the transferee has Rs.3.59 crores
• FEMA Compliance: The Reserve Bank of India highlighted outstanding foreign exchange transactions requiring attention
• Employee Protection: All employees of the subsidiary will be absorbed with protected terms and conditions

Share Structure Impact

Since Shilpa Therapeutics is a wholly owned subsidiary, no new shares will be issued under the amalgamation scheme. All existing shares of the subsidiary held by Shilpa Medicare will be cancelled and extinguished. The authorized share capital of both companies will be clubbed together as part of the merger process.

Next Steps

Shilpa Medicare must file the certified copy with the ROC to make the scheme effective. The company has also provided various undertakings to regulatory authorities regarding compliance with tax obligations, FEMA regulations, and protection of employee interests. The tribunal has directed the company to comply with Section 170A of the Income Tax Act, 1961 within the prescribed period.