IGC Pharma (IGC) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for October 10, 2025, with proxy materials distributed by August 25, 2025.

• Key proposals include director elections, auditor ratification, equity grants, an increase in authorized shares, and potential adjournment.

• The company highlights progress in Alzheimer's clinical trials, AI diagnostics, and strategic expansion of research sites.

Voting matters and shareholder proposals

• Election of Ram Mukunda and James Moran as Class C directors until 2028.

• Ratification of Manohar Chowdhry & Associates as independent auditors for fiscal 2026.

• Approval of a grant of 5,000,000 shares under the 2018 Omnibus Incentive Plan for employees, directors, and consultants.

• Amendment to increase authorized common stock from 150,000,000 to 600,000,000 shares.

• Adjournment proposal to allow solicitation of additional proxies if needed.

Board of directors and corporate governance

• Board divided into three classes with staggered three-year terms; majority are independent.

• Audit and Compensation Committees are composed of independent directors; a Nominating Committee is planned.

• Directors are required to maintain a minimum stock ownership; all directors attended the 2024 annual meeting.

• Code of Ethics and cybersecurity policy are in place.