AGM Details

  • Date and Time: Saturday, September 19, 2026 at 11:00 A.M. IST
  • Mode: Video Conferencing (VC) / Other Audio-Visual Means (OAVM)
  • Deemed Venue: Registered Office at Survey No.144A, Jarod Samlaya Road, Haripura, Savli, Vadodara, Gujarat, 391520
  • Cut-off date for e-voting: Saturday, September 12, 2026
  • Remote e-voting period: Wednesday, September 16, 2026 from 9:00 A.M. to Friday, September 18, 2026 until 5:00 P.M. IST
  • Service Provider: National Securities Depository Limited (NSDL)

Ordinary Business Items

Item 1: Adoption of Financial Statements

To receive, consider and adopt the audited financial statements (including consolidated financial statements) of the Company for the financial year ended March 31, 2026 together with the reports of the Directors and the Independent Auditors thereon.

Item 2: Declaration of Final Dividend

To declare a Dividend of ₹1 per share out of the profits of the Company for the year ended March 31, 2026.

  • Record date for dividend eligibility: September 12, 2026
  • Payment date: On or before October 19, 2026
  • Payment mode: Electronic transfer for members with updated bank details, physical warrants for others
  • TDS implications: Company will deduct tax at source as per Income Tax Act, 1961

Item 3: Reappointment of Director

To approve the reappointment of Mr. Hemang Shah (DIN: 03024324) who retires by rotation and offers himself for reappointment as director.

Special Business Items

Item 4: Reappointment of Mr. Hemang Shah as Executive Director

To reappoint Mr. Hemang Shah as Executive Director for a period of five years commencing from July 02, 2026 to July 01, 2031.

Remuneration Details:

  • Current Salary: ₹3,00,000 per month
  • Maximum permitted: ₹5,00,000 per month (with increments based on performance)
  • Benefits: Rent-free residential accommodation, medical reimbursement, car facility, telecommunications, housing loan facility
  • Other perquisites: Up to 55% of salary per annum including medical allowance, LTC, club membership
  • Performance Linked Bonus: Subject to achievement of performance criteria
  • Termination: 3 months' notice or payment in lieu thereof

Director Background:

  • Age: 58 years
  • Qualification: B.Com and MSW
  • Experience: Over 30 years in pharmaceutical industry
  • Current shareholding: 18,350 equity shares
  • Board meeting attendance: 10 meetings in FY 2025-26
  • Previous remuneration: ₹28,50,144 per annum

Item 5: Ratification of Cost Auditor Remuneration

To approve and ratify remuneration payable to M/s. CMA Chetan Gandhi, Cost Accountants for the financial year ending March 31, 2027.

  • Firm: Chetan Gandhi & Associates (Firm Registration No. 101341)
  • Proprietor: Mr. Chetan Gandhi (Membership No. 22096)
  • Remuneration: ₹75,000 plus applicable taxes and out-of-pocket expenses
  • Scope: Cost audit of pharmaceutical formulations manufacturing

Item 6: Approval of Related Party Transactions

To approve omnibus related party transactions for FY 2026-27 and until 2027 AGM (maximum 15 months validity).

Key Transaction - Loans to Innoxel Lifesciences Private Limited:

  • Relationship: Subsidiary (55.89% ownership)
  • Business: Pharmaceutical formulations manufacturing including sterile injectables, oral liquids, pre-filled syringes, and CDMO services
  • Proposed loan amount: ₹75 crore (₹7,500 lakhs)
  • Previous transactions in FY 2025-26:
  • Loans given: ₹1,007.11 lakhs
  • Loan repaid: ₹1,007.11 lakhs
  • Interest received: ₹231.37 lakhs
  • Investment: ₹20.08 lakhs
  • Financial impact:
  • 22% of company's annual consolidated turnover
  • 268% of related party's annual consolidated turnover
  • Subsidiary financials (FY 2025-26):
  • Turnover: ₹2,797.94 lakhs
  • Profit After Tax: (₹6,792.97) lakhs (loss)
  • Net Worth: ₹7,708.79 lakhs
  • Terms: Unsecured, interest rate not lower than prevailing market rates
  • Purpose: Working capital requirements, capital expenditure, raw material procurement, statutory obligations

Shareholder Information

  • Registrar & Transfer Agent: Adroit Corporate Services Private Limited, Mumbai
  • Company website: www.bplindia.in
  • Email for queries: cs@bplindia.in
  • Share transfer freeze period: September 13-19, 2026
  • Dematerialization mandatory: Equity shares transferable only in dematerialized form since April 1, 2019
  • IEPF implications: Unpaid dividends for 7 years and corresponding shares transferred to Investor Education and Protection Fund

Electronic Governance

  • No physical copies of annual report dispatched
  • Documents available on company website (www.bplindia.in) and BSE website (www.bseindia.com)
  • Members must register email addresses for electronic communication
  • Physical attendance dispensed with, no proxy facility available

Voting Arrangements

  • Remote e-voting through NSDL platform
  • EVEN (Event Number) based authentication
  • Multiple login methods for demat and physical shareholders
  • Helpdesk support available from NSDL and CDSL
  • Members can join AGM through VC/OAVM 15 minutes before scheduled time

Capital Structure Impact

No change to share capital structure disclosed. Dividend payment represents distribution of profits.

Financial Impact

  • Dividend payout: Amount not quantified in disclosure
  • Executive Director remuneration: Maximum ₹60 lakh per annum plus benefits
  • Cost auditor remuneration: ₹75,000 plus taxes
  • Related party transactions: Proposed ₹75 crore loans to subsidiary