Sun Pharma Advanced Research Company Limited has announced an Extraordinary General Meeting (EGM) scheduled for February 9, 2026, to consider significant corporate actions including a substantial convertible warrant issue and employee stock option scheme.

Convertible Warrant Issue Details

The company proposes to issue up to 3.85 crore convertible warrants to Shanghvi Finance Private Limited, a promoter group entity. The key parameters of the warrant issue are structured as follows:

Each warrant will be convertible into one fully paid-up equity share of face value ₹1.00. The floor price has been determined at ₹155.76 based on SEBI ICDR Regulations, with the relevant date being January 9, 2026.

Fund Utilization Strategy

The company has outlined a comprehensive utilization plan for the warrant proceeds across three key areas:

The working capital loans to be repaid include facilities from Kotak Mahindra Bank Limited and ICICI Bank Limited. The research and development allocation represents the largest component, emphasizing the company's commitment to innovation and clinical trial activities.

Employee Stock Option Scheme 2026

The EGM will also consider the adoption of SPARC Employees Stock Option Scheme 2026 (ESOP Scheme 2026) with the following features:

• Total Options: Up to 50 lakh stock options
• Eligibility: Permanent employees of the company and subsidiary/holding/associate companies
• Percentage of Capital: Approximately 1.54% of paid-up share capital as of December 31, 2025
• Vesting Period: Maximum 4 years from grant date
• Exercise Period: 1 year from vesting date

The scheme excludes promoters, promoter group members, and independent directors from participation. Each stock option will entitle the holder to one equity share of ₹1.00 face value.

Shareholding Impact and Corporate Governance

Post-conversion of all warrants, the shareholding pattern will witness significant changes:

Shanghvi Finance Private Limited's holding will increase from 42.28% to 48.40% upon full conversion. The ultimate beneficial owner is Dilip Shantilal Shanghvi. The company has confirmed that no change in control or management will occur as a result of this warrant issue.

Meeting and Voting Procedures

The EGM is scheduled for February 9, 2026, at 4:00 PM (IST) through video conferencing. The e-voting schedule has been established as follows:

The company has appointed KJB & Co. LLP as the scrutinizer for the e-voting process. All resolutions require special resolution approval with the requisite majority.

Regulatory Compliance and Monitoring

The warrant issue complies with SEBI ICDR Regulations and Companies Act provisions. Acuite Ratings and Research Limited has been appointed as the monitoring agency to oversee fund utilization. The company has obtained necessary certificates from practicing company secretaries and independent valuers as required under regulations.

The warrants and resulting equity shares will be subject to lock-in provisions as prescribed under SEBI regulations. The company will seek listing approval for the equity shares arising from warrant conversion on both BSE and NSE where its shares are currently traded.

Sun Pharma Advanced Research Company has announced its plans to offer convertible warrants in a significant capital raising initiative. The pharmaceutical research company aims to raise substantial funds through this financial instrument, providing investors with an opportunity to participate in the company's growth trajectory.

Warrant Issue Details

The company has structured the convertible warrants offering with specific financial parameters designed to attract investor interest while meeting its capital requirements.

Understanding Convertible Warrants

Convertible warrants represent a financial instrument that provides holders with the right, but not the obligation, to purchase shares of the issuing company at a predetermined price within a specified timeframe. This structure offers investors potential upside participation while providing the company with immediate capital infusion.

The pricing of ₹155.80 per warrant establishes the conversion terms for investors who choose to exercise their warrants. This mechanism allows Sun Pharma Advanced Research Company to raise funds while offering investors flexibility in their investment decisions.

Capital Raising Significance

The proposed warrant issue represents a substantial capital raising exercise for the pharmaceutical research company. The funds raised through this initiative could support various corporate objectives, including research and development activities, business expansion, or other strategic investments.

The convertible nature of these warrants provides a balanced approach to capital raising, offering immediate funds to the company while giving investors the option to convert to equity participation based on future performance and market conditions.