Syngene International Limited has paid regulatory fines totaling ₹23,600 to stock exchanges for non-compliance with SEBI listing regulations regarding committee composition. The biotechnology services company faced penalties for violating requirements related to its Nomination & Remuneration Committee structure during the quarter ended September 30, 2025.

Regulatory Violation Details

Both NSE and BSE issued notices to Syngene International on November 28, 2025, citing non-compliance with Regulation 19(1) and 19(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The violation pertained to the constitution of the nomination and remuneration committee.

The exchanges imposed a daily penalty of ₹2,000 for the 10-day period of non-compliance, resulting in a base fine of ₹20,000. Including GST at 18%, the total penalty amounted to ₹23,600.

Board Response and Compliance

Syngene International's Board of Directors addressed the regulatory violation in their meeting held on January 22, 2026. The Board took note of the matter and advised ensuring compliance with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 in letter and spirit. The company confirmed that the fine has been duly paid to the respective stock exchanges and has ensured compliance with the relevant regulations.

Exchange Notices and Consequences

The stock exchanges had warned of severe consequences for non-payment within the stipulated 15-day period, including:

• Freezing of entire shareholding of promoters in the company
• Freezing of all other securities held in promoters' demat accounts
• Potential shifting to 'Trade for Trade' basis or Z Category for consecutive defaults

Company's Assurance

Syngene International emphasized that it has always endeavored to comply with applicable regulations and has undertaken necessary steps to strengthen its processes to avoid such inadvertent delays in future. The company secretary and compliance officer, Chethan Yogesh, signed the disclosure on January 22, 2026, confirming the Board's acknowledgment and the fine payment.

The regulatory notices were issued under SEBI's Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, which specifies the Standard Operating Procedure for imposing fines and suspension of trading for non-compliance with listing regulations.

Syngene International Limited announced its unaudited financial results for the quarter and nine months ended December 31, 2025, revealing a challenging performance marked by significant profit decline and regulatory-driven exceptional charges. The contract research and manufacturing services company faced headwinds from new labour regulations that substantially impacted its bottom line.

Standalone Financial Performance

The company's standalone operations showed a sharp deterioration in profitability during Q3FY26. Net profit plummeted 86.6% year-on-year to ₹165 million from ₹1,231 million in the corresponding quarter of the previous year. Revenue from operations declined 4.9% to ₹8,344 million compared to ₹8,771 million in Q3FY25.

The company's profit before tax and exceptional items stood at ₹959 million, down 43.5% from ₹1,698 million in Q3FY25. However, exceptional charges of ₹658 million severely impacted the final profit figure.

Consolidated Results Show Similar Trends

Consolidated financial results mirrored the standalone performance challenges. Net profit declined 88.6% to ₹150 million from ₹1,311 million year-on-year. Consolidated revenue from operations decreased 2.8% to ₹9,171 million compared to ₹9,437 million in Q3FY25.

Consolidated exceptional charges amounted to ₹706 million, slightly higher than the standalone figure due to subsidiary impacts.

Nine-Month Performance Analysis

For the nine months ended December 31, 2025, standalone performance showed mixed results. While revenue grew marginally by 1.6% to ₹24,638 million from ₹24,249 million, net profit declined 46.6% to ₹1,567 million from ₹2,936 million in the corresponding period last year.

Consolidated nine-month revenue increased 3.0% to ₹27,022 million, while net profit dropped 46.1% to ₹1,688 million.

Exceptional Charges Impact Results

The significant exceptional charges of ₹658 million (standalone) and ₹706 million (consolidated) stemmed from the implementation of India's new Labour Codes. These charges primarily related to incremental gratuity provisions arising from changes in wage definitions under the consolidated labour regulations notified on November 21, 2025.

The company noted that this impact was regulatory-driven and non-recurring in nature. Management continues to monitor the finalization of central and state rules and government clarifications on various aspects of the Labour Code for future compliance requirements.

Operational Highlights and Corporate Developments

During the reporting period, the company made several operational advances. It received licensing for a drug substance production line and bonded warehouse license at its biologics manufacturing facility in Bangalore, resulting in the capitalization of ₹3,438 million as property, plant and equipment.

The company also allotted 402,439 equity shares to the Syngene Employees Welfare Trust at face value for implementing its Long Term Incentive Performance Share Plan 2023. Additionally, shareholders approved a final dividend of ₹1.25 per equity share during the annual general meeting held on July 23, 2025.

Financial Position and Outlook Considerations

The company's paid-up equity share capital stood at ₹4,029 million as of December 31, 2025, compared to ₹4,025 million in the previous year. Total expenses increased across both standalone and consolidated operations, with employee benefit expenses rising to ₹2,175 million and ₹2,674 million respectively in Q3FY26.

Foreign exchange fluctuations also impacted results, with the company recording a net loss of ₹234 million (standalone) and ₹232 million (consolidated) during the quarter, compared to gains in the previous year period.