Themis Medicare Limited has announced the pledge of 9,20,000 equity shares of Gujarat Themis Biosyn Limited on December 30, 2025, as part of a strategic financial restructuring initiative. The disclosure was made under Regulation 31 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, highlighting the company's commitment to regulatory compliance and transparency.

Pledge Details and Financial Structure

The pledge arrangement involves a comprehensive facility cum pledge agreement with Jio Credit Limited for a borrowing amount of ₹10.00 crores. The transaction represents a calculated financial move designed to optimize the company's debt portfolio and reduce overall financing costs.

Shareholding Impact and Ownership Structure

The pledge significantly impacts Themis Medicare's shareholding position in Gujarat Themis Biosyn Limited. Prior to this transaction, Themis Medicare held 2,52,72,037 shares, representing 23.19% of the total share capital of Gujarat Themis Biosyn.

Strategic Financial Restructuring

The pledge arrangement forms part of Themis Medicare's broader financial optimization strategy. The company has specifically stated that the ₹10.00 crore facility will be utilized for repaying existing high-interest-bearing loans, thereby reducing the overall finance cost burden. This approach demonstrates prudent financial management and cost optimization initiatives.

Regulatory Compliance and Disclosure

The disclosure was filed with both the National Stock Exchange of India Limited and BSE Limited on January 2, 2026, ensuring full compliance with regulatory requirements. The transaction was executed under a formal facility cum pledge agreement, providing structured terms and conditions for both parties involved in the arrangement.

The pledge represents a strategic financial decision that balances the need for cost-effective borrowing while maintaining regulatory compliance and transparency standards required for listed entities.

Gujarat Themis Biosyn Limited (GTBL) has issued a postal ballot notice seeking shareholder approval for the appointment of Mr. Rajneesh Anand as Non-Executive Non-Independent Director, while continuing to demonstrate strong financial performance in its recent quarterly results.

Postal Ballot for Director Appointment

GTBL has issued a postal ballot notice to shareholders for the appointment of Mr. Rajneesh Anand as Non-Executive Non-Independent Director. The key details of the postal ballot are:

The company has engaged Central Depository Services (India) Limited (CDSL) to provide remote e-voting facility for the postal ballot process.

Director Profile and Remuneration

Mr. Rajneesh Anand brings extensive experience to the board:

• Mechanical Engineering graduate from M.S. University, Baroda
• Postgraduate in Management from Jamnalal Bajaj Institute, Mumbai
• Associated with Themis Group since 1977 (over four decades)
• Currently serves as Director of Themis Medicare Limited
• Holds 1,69,770 shares in the company

The proposed remuneration of ₹10.00 lakhs per month will be paid as professional fees under Section 197(4) of the Companies Act, 2013, for strategic advisory and supervisory services.

Financial Performance Highlights

The company's Q2 financial results demonstrate robust growth across key metrics:

GTBL's performance shows strong improvement in both revenue growth and profitability margins.

Operational Expansion

GTBL has successfully completed a major expansion of its manufacturing capabilities:

This expansion significantly strengthens GTBL's fermentation capabilities and positions the company to meet growing demand for pharmaceutical ingredients.

Strategic Outlook

With the proposed appointment of an experienced industry veteran and the successful expansion of manufacturing capacity, Gujarat Themis Biosyn appears well-positioned for continued growth in the bulk drugs manufacturing sector. The company's focus on enhancing production capabilities and strengthening board expertise aligns with its strategic objectives in the pharmaceutical industry.