GRP Limited has issued notice for its 52nd Annual General Meeting (AGM) scheduled to be held on Thursday, 23rd July 2026 at 12:30 PM IST through Video Conference/Other Audio-Visual Means (VC/OAVM).

Ordinary Business Agenda:

1. Adoption of Financial Statements: To receive, consider and adopt the Audited Standalone Financial Statements for FY 2025-26 ending 31st March 2026 with Reports of Board of Directors and Auditors

2. Adoption of Consolidated Financial Statements: To receive, consider and adopt the Audited Consolidated Financial Statements for FY 2025-26 with Report of Auditors

3. Dividend Declaration: To declare a dividend of ₹3.50 per equity share of face value ₹10 each for financial year 2025-26

4. Director Re-appointment: To appoint Harsh Gandhi (DIN: 00133091) who retires by rotation and seeks re-appointment

Special Business Agenda:

5. Cost Auditor Remuneration Ratification: Ordinary Resolution to ratify remuneration of ₹3,00,000 plus out-of-pocket expenses and applicable taxes payable to M/s. Kishore Bhatia & Associates, Cost Accountants (Firm Registration No. 00294) for auditing cost accounting records for FY 2026-27

6. Non-Executive Director Remuneration: Special Resolution to approve payment of professional fees of ₹1,00,00,000 (One Crore) to Mr. Rajendra V. Gandhi (DIN: 00189197) as Non-Executive Non-Independent Director for one year commencing from conclusion of 52nd AGM

Dividend Details:

  • Record Date: 16th July 2026
  • Register of Members and Transfer Books closed from 17th July 2026 to 23rd July 2026 (both days inclusive)
  • Dividend payment to be made within 30 days from 23rd July 2026
  • Beneficial owners as per NSDL/CDSL data at close of business on 16th July 2026 will receive dividend
  • Physical shareholders as per Register of Members at close of business on 16th July 2026 will receive dividend

Tax Deduction at Source Provisions:

For Resident Shareholders:

  • 10% TDS if valid PAN provided and dividend exceeds ₹10,000
  • 20% TDS if no PAN/invalid PAN
  • Nil TDS available with submission of Form 121 or exemption documents

For Non-Resident Shareholders:

  • 20% TDS plus applicable surcharge and cess (or tax treaty rate if beneficial)
  • Documents required: Tax Residency Certificate, PAN declaration, Form 41, self-declaration
  • Deadline for document submission: 16th July 2026

AGM Logistics:

  • Virtual meeting through VC/OAVM facility
  • Remote e-voting period: 20th July 2026 (9:00 AM) to 22nd July 2026 (5:00 PM)
  • NSDL providing e-voting facilities
  • Members can join meeting 15 minutes before scheduled time
  • Facility available for first 1000 members on first-come basis (exceptions for large shareholders, promoters, institutional investors, directors, KMPs)

Director Profile (Harsh Gandhi):

  • Date of Birth: 17th July 1977
  • First Appointment: 16th June 2009
  • 25+ years experience in rubber industry
  • Qualifications: Harvard Business School OPM program, Bachelor's degree from Purdue University USA
  • Directorships: Steelcast Limited, Ultramarine & Pigments Limited, GRP Circular Solutions Limited, Material Recycling Association of India
  • Shareholding: 159,996 equity shares in GRP Limited

Explanatory Statement Details:

  • Item 5: Cost audit mandatory under Companies (Cost Records and Audit) Rules, 2014. M/s. Kishore Bhatia & Associates confirmed eligibility and consented to act as Cost Auditor
  • Item 6: Mr. Rajendra V. Gandhi is founding member and former MD. Remuneration exceeds 50% threshold of total non-executive director remuneration requiring special resolution under SEBI LODR Regulation 17(6)(ca). Constitutes related party transaction as he is relative of MD Harsh Gandhi and ED Hemal Gandhi

Additional Information:

  • Unclaimed dividends up to FY 1995-96 transferred to Central Government
  • Unclaimed dividends from FY 1996-97 to 2017-18 transferred to Investor Education and Protection Fund (IEPF)
  • Shares with unclaimed dividend for 7+ years to be transferred to IEPF Suspense Account
  • Members can claim from IEPF Authority using Form IEPF-5
  • Documents available for inspection: Register of Directors and KMP shareholding, Register of Contracts with Director interest, Secretarial Auditor certificate for ESOP Plan 2024