GlaxoSmithKline Pharmaceuticals Limited has issued a Postal Ballot Notice to seek shareholder approval for two key resolutions concerning Mr. Ronojit Biswas (DIN 07684843). Shareholders are asked to vote on his appointment as a Director and his appointment as Whole-time Director & Chief Financial Officer (CFO) for a three-year term starting April 1, 2026. Remote e-voting begins on March 9, 2026, and concludes on April 8, 2026.
Notice Issued for Shareholder Approval
GlaxoSmithKline Pharmaceuticals Limited has announced the issuance of a Postal Ballot Notice to seek shareholder assent on crucial board and executive appointments. This process is being conducted exclusively through remote e-voting in compliance with applicable corporate regulations.
Key Resolutions for Voting
Shareholders are being asked to pass two Ordinary Resolutions regarding the appointment of Mr. Ronojit Biswas (DIN 07684843):
- Appointment as Director: Approving Mr. Biswas as an Additional Director, effective from April 1, 2026, subject to retirement by rotation.
- Appointment as Whole-time Director & CFO: Approving his appointment as Whole-time Director and Chief Financial Officer (CFO) for a period of three years, running from April 1, 2026, to March 31, 2029. This appointment is based on the recommendation of the Nomination and Remuneration Committee.
E-Voting Schedule and Process
The remote e-voting facility commences on Monday, March 9, 2026, at 09:00 A.M. (IST) and will close on Wednesday, April 8, 2026, at 5:00 P.M. (IST). The voting rights are proportionate to the equity share capital held as of the cut-off date, February 27, 2026. Detailed instructions are provided for shareholders holding shares in demat mode (via NSDL or CDSL) and those holding shares physically, utilizing the services of KFin Technologies Limited (“KFintech”). The results of the Postal Ballot are expected to be announced on or before April 10, 2026.
Explanatory Statement Summary for Appointments
Background of Mr. Ronojit Biswas
Mr. Ronojit Biswas, aged 51, brings over 25 years of experience with GSK across international markets, including India, Vietnam, Singapore, Brazil, and the UK. His expertise lies in listed-entity finance leadership and driving profitable transformation. He holds a Post Graduate Program in Management (Finance) and a Bachelor’s degree in Commerce.
Terms of Appointment (Resolution 2)
The proposed term for the Whole-time Director and CFO role is April 1, 2026, to March 31, 2029. His duties will be subject to the superintendence and control of the Managing Director.
Remuneration Details
The remuneration structure includes several components:
- Basic Salary: Not exceeding Rs. 16,00,000 per month, to be fixed by the Board.
- Performance Bonus: Payable annually, not to exceed 100% of the basic salary and fixed allowance for the period.
- Incentive Plans: Benefits under the Long-term Incentive Plan (Share Value Plan, Share Option Plan, and Performance Shares Plan) applicable to senior managers of the GlaxoSmithKline Group.
- Sign-on Bonus: A one-time bonus of Rs 20 lakhs, payable upon joining, which is recoverable if employment is terminated within one year.
Perquisites and Other Terms
Perquisites include rent-free furnished accommodation or HRA up to 50% of salary, medical reimbursement, and Leave Travel Allowance as per Company Rules. These benefits are restricted to an amount equal to two times the annual salary. The appointment requires three months’ prior notice for termination by either party. Mr. Biswas declared he is not disqualified by SEBI and has no prior directorship or remuneration from any listed Indian entity in the last three years.
Recommendation
The Board of Directors strongly recommends that members vote in favour of the Ordinary Resolutions proposed at Item No. 1 & 2 of the Notice to ensure the continuity of key financial leadership within the Company.
Source: BSE
