Meeting Details

  • Date: Monday, the 10th August 2026
  • Time: 12:30 P.M. (IST)
  • Location/Type: Held through Video Conferencing (VC) / Other Audio Visual Means (OAVM). The deemed venue is the Registered Office of the Company at 4801/B & 4802/A, GIDC Industrial Estate, Ankleshwar, Gujarat – 393 002.
  • Record Date: Monday, the 3rd August 2026
  • Register of Members Closure: From Tuesday, the 4th August 2026 to Monday, the 10th August 2026 (both days inclusive)

Summary of Proposed Resolutions and Implications

Ordinary Business

1. Adoption of Financial Statements: To adopt the Audited Financial Statements and the Audited Consolidated Financial Statements for the financial year ended 31st March 2026, together with the Reports of the Board of Directors and Auditors.

2. Appointment of Director: To appoint a Director in place of Mr. Shashil Philip Mendonsa (DIN: 09667654), who retires by rotation and offers himself for re-appointment.

Special Business

3. Ratification of Cost Auditor Remuneration for FY 2025-26: An Ordinary Resolution to ratify the remuneration of ₹1,60,000/- plus taxes and out-of-pocket expenses payable to Messrs Nidhi Subhash Tibrewala & Co. (Firm Registration No: 005417) for the cost audit of FY26. This firm was appointed in a casual vacancy after the resignation of the previous cost auditor, Messrs Rajaram Madhav Walavalakar & Co.

4. Ratification of Cost Auditor Remuneration for FY 2026-27: An Ordinary Resolution to ratify the remuneration of ₹1,60,000/- plus taxes and out-of-pocket expenses payable to Messrs Nidhi Subhash Tibrewala & Co. for the cost audit of FY27.

5. Approval of Material Related Party Transactions with IPCA Laboratories Ltd. for FY 2026-27: An Ordinary Resolution to approve entering into transactions with IPCA Laboratories Limited (a Promoter and Related Party) for an aggregate value not exceeding ₹75,00,00,000 (Seventy Five Crores).

  • Nature of Transactions: Includes sale/purchase of raw materials, APIs, goods; contract manufacturing; rendering/availing services; Inter-Corporate Deposits (ICDs); and other operational transactions in the ordinary course of business.
  • Breakdown of Proposed Value:
  • Sale/Purchase/Supply of goods & services: ₹55.00 Crore
  • Availing ICD: ₹20.00 Crore
  • Rationale: The transactions are integral to business operations, facilitate continuity, and are conducted on an arm's length basis. The aggregate value exceeds the 10% materiality threshold of the company's consolidated turnover, requiring shareholder approval under SEBI LODR Regulation 23.
  • Interest of Directors: Mr. Prashant Godha (Executive Director of IPCA, Non-Executive Director of Lyka) and Mr. Shashil Mendonsa (Employee of IPCA, Nominee Director of Lyka) are deemed interested in this resolution.

Voting Process and Methods

  • Methods: Remote e-voting and e-voting during the AGM.
  • Remote E-Voting Period: Begins on Thursday, the 6th August 2026 at 9:00 A.M. and ends on Sunday, the 9th August 2026 at 5:00 P.M.
  • E-Voting Service Provider: National Securities Depository Limited (NSDL).
  • Voting Rights: Proportional to shareholding as on the record date (3rd August 2026).
  • AGM Attendance: Members can join the VC/OAVM 30 minutes before and 15 minutes after the scheduled start time. The facility is available on a first-come, first-served basis for at least 1,000 members. Members who have already voted via remote e-voting cannot vote again at the AGM.
  • Abstention: Related parties shall abstain from voting on Item No. 5 (RPT with IPCA).

Key Voting Outcomes and Scrutinizer

  • Scrutinizer: Mr. Kaushal Doshi of Messrs Kaushal Doshi & Associates, Practicing Company Secretary (CP 13143), has been appointed to scrutinize the voting process.
  • Result Declaration: The results of voting, along with the consolidated Scrutinizer's Report, will be declared and published on the company's website (www.lykalabs.com) and the NSDL website (www.evoting.nsdl.com) within two working days from the conclusion of the AGM. The results will also be communicated to BSE and NSE.
  • The document does not contain specific vote counts or percentages as the meeting has not yet occurred.

Compliance with Laws and Regulations

The notice confirms compliance with:

  • The Companies Act, 2013 and rules made thereunder.
  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, specifically Regulations 30, 36, 40, 44, and 46.
  • Secretarial Standard-2 on General Meetings issued by ICSI.
  • MCA General Circulars and SEBI Circulars permitting the holding of AGMs through VC/OAVM.
  • The company's Policy on Materiality of Related Party Transactions.

Names and Roles of Signatories

  • Issued by: Shailendra Kumar Agrawal, Company Secretary and Compliance Officer.
  • Notice signed by: Shailendra Kumar Agrawal, Company Secretary, by order of the Board of Directors.
  • Scrutinizer: Mr. Kaushal Doshi (CP 13143).

Other Relevant Information

  • The Annual Report for 2025-26, containing this notice, has been sent electronically and is available on the company's website and the websites of BSE, NSE, and NSDL.
  • Members can submit questions in advance to companysecretary@lykalabs.com.
  • The Register of Directors and Key Managerial Personnel and their shareholding, and the Register of Contracts under Sections 170 and 189 of the Companies Act, will be available for electronic inspection by members during the AGM.
  • Physical attendance and the appointment of proxies are dispensed with for this VC/OAVM meeting.