Company and Document Details

AGM Details

The 36th Annual General Meeting of Black Rose Industries Limited is scheduled to be held on Wednesday, 09th September, 2026 at 02:00 p.m. (IST). The meeting will be conducted entirely through Video Conference/Other Audio-Visual Means (VC/OAVM). The deemed venue is the Registered Office of the Company at 145/A, Mittal Tower, Nariman Point, Mumbai, MH- 400021.

Business to be Transacted

Ordinary Business

1. To receive, consider, and adopt:

  • The Audited Standalone Financial Statements for the year ended 31st March, 2026, along with the Reports of the Board of Directors and Auditors.
  • The Audited Consolidated Financial Statements for the year ended 31st March, 2026, along with the Report of the Auditors.

2. To declare a final dividend of ₹ 1.25 per equity share for the financial year 2025-26.

3. To appoint a director in place of Mr. Anup Jatia (DIN: 00351425), a Non-Executive Director who retires by rotation and is eligible for reappointment.

Special Business

4. Ratification of Remuneration payable to Cost Auditors: To consider and approve an ordinary resolution for the ratification of remuneration of ₹ 1,25,000/- (Rupees One Lakh Twenty Five Thousand) plus applicable taxes and reimbursement of actual travel and out-of-pocket expenses payable to M/s. Poddar & Co., Cost Accountants (Firm Registration Number 101734), appointed to conduct the audit of the cost records for FY ending 31st March, 2027.

Key Dates and Procedural Information

  • Record Date for determining entitlement to the final dividend and for voting at the AGM: 02nd September, 2026.
  • Register of Members and Share Transfer Books will remain closed from Thursday, 03rd September, 2026 to Wednesday, 09th September, 2026 (both days inclusive).
  • Remote e-Voting Period begins on Sunday, 06th September, 2026 at 09:00 A.M. and ends on Tuesday, 08th September, 2026 at 05:00 P.M.
  • Scrutinizer: M/s. Shiv Hari Jalan & Co., Practicing Company Secretary (Membership No. 5703, COP: 4226), has been appointed to ensure a fair and transparent voting process.
  • Results of the voting will be declared within two working days from the conclusion of the AGM and placed on the company's website and NSDL's website.

Dividend Information

  • The Board of Directors recommended the final dividend at its meeting held on 13th May, 2026.
  • Payment of the dividend is mandatorily electronic (no warrants or cheques) as per SEBI Master Circular dated 6th February, 2026.
  • Tax Deduction at Source (TDS) will apply as per the Income-tax Act, 2025:
  • 10% for resident shareholders with a valid PAN (linked with Aadhaar).
  • 20% for resident shareholders without a valid PAN.
  • No TDS for resident individual shareholders if the total dividend during Tax Year 2026-27 does not exceed ₹ 10,000, provided they furnish the prescribed declaration (Form 121).
  • For non-resident shareholders, TDS is generally 20% (plus surcharge and cess), subject to benefits under Double Tax Avoidance Agreements (DTAAs) if applicable documents (PAN, Tax Residency Certificate, Form 41, etc.) are submitted.
  • The deadline for submitting documents for lower TDS is Wednesday, 02nd September, 2026.
  • Unclaimed Dividend: The last date to claim unclaimed dividend for FY 2018-19 before transfer to the Investor Education and Protection Fund (IEPF) is 24th October, 2026.

Director Re-appointment Details (Annexure I)

  • Name: Mr. Anup Jatia (DIN: 00351425)
  • Date of Birth / Age: 19th April, 1971 / 55 years
  • Qualification: B.Sc. Chemical Engg. & Economics, California Institute of Technology, U.S.A.
  • Date of First Appointment: 18th January, 2007
  • Remuneration: Sitting Fees only.
  • Directorships in other companies (excl. foreign): Accent Industries Limited, Tozai Enterprises Private Limited, Tozai Safety Private Limited, FAI Corporate Services Private Limited, Atmasantosh Foundation, Asian Polyacrylamides Private Limited.
  • Shares held in the Company: Nil
  • Relationship with other Directors/KMP: Spouse of Mrs. Shruti Jatia.
  • Board Meetings attended in FY25-26: 4 out of 4.

Explanatory Statement for Special Business (Annexure II)

The ratification of remuneration for the Cost Auditors, M/s. Poddar & Co., is sought in compliance with Section 148 of the Companies Act, 2013, read with the Companies (Audit and Auditors) Rules, 2014. The Board, on the recommendation of the Audit Committee, approved their appointment. The firm has provided a consent letter regarding their eligibility. No Director or Key Managerial Personnel is interested in this resolution.

Other Instructions and Notices

  • The notice and annual report are available on the company's website (www.blackrosechemicals.com), BSE website (www.bseindia.com), and NSDL e-voting portal (www.evoting.nsdl.com).
  • Detailed instructions are provided for shareholders regarding:
  • Registration of email addresses for communication.
  • Dematerialization of shares (mandatory for certain requests).
  • Nomination facility.
  • Simplification of procedures for duplicate share certificates (issued only in demat form).
  • A special window for lodging physical share transfer requests executed before 1st April, 2019, available until 4th February, 2027.
  • Dispute resolution via the SMART ODR Portal.
  • Joining the AGM via VC/OAVM (first come, first served for 1000 members, with exemptions for large shareholders, promoters, etc.).