Key Quantitative Figures

  • Current Issued, Subscribed and Paid-up Equity Share Capital: ₹45,54,03,140
  • Current Number of Equity Shares: 4,55,40,314 shares of ₹10 each
  • Authorized Share Capital: ₹1,26,69,00,000
  • Post-split Authorized Share Capital: ₹1,26,69,00,000 (unchanged)
  • Post-split Number of Authorized Shares: 1,26,69,00,000 shares of ₹1 each
  • Post-split Issued Capital: ₹45,54,03,140 (unchanged)
  • Post-split Number of Shares: 45,54,03,140 shares of ₹1 each

Dates of Action

  • Cut-off Date for Voting Eligibility: Friday, 7th August 2026
  • Remote E-voting Commencement: Saturday, 22nd August 2026 at 9:00 AM IST
  • Remote E-voting Conclusion: Sunday, 20th September 2026 at 5:00 PM IST
  • Result Declaration: On or before Tuesday, 22nd September 2026

Parties Involved

  • Scrutinizer: Mr. A K Labh, Practicing Company Secretary (FCS-4848/CP-3238) of M/s A K Labh & Co.
  • E-voting Service Provider: National Securities Depository Limited (NSDL)
  • Registrar and Transfer Agent: MUFG Intime India Private Limited (formerly CB Management Services (P) Limited)
  • Stock Exchanges: BSE Limited and National Stock Exchange of India Limited

Proposed Resolutions

Item No. 1: Stock Split Approval (Ordinary Resolution)

Proposal to subdivide each existing equity share of ₹10 face value into 10 equity shares of ₹1 face value each. The split shares will rank pari passu with existing shares in all respects. The Board will determine the Record Date for implementation.

Item No. 2: Memorandum of Association Amendment (Ordinary Resolution)

Amendment to Clause 5 of the Memorandum of Association to reflect the changed capital structure post-split, specifying the authorized capital as ₹1,26,69,00,000 divided into 1,26,69,00,000 equity shares of ₹1 each.

Item No. 3: Articles of Association Amendment (Special Resolution)

Insertion of new Article 4 to the Articles of Association, providing comprehensive provisions governing share capital, including authorization to issue subdivided shares of ₹1 face value, reduction of share capital, allotment of shares, variation of class rights, payment of commission, redemption of preference shares, sweat equity shares, and dematerialization of securities.

Purpose and Rationale

The Board states the stock split is intended to improve liquidity, enhance affordability for small retail investors, increase accessibility, and encourage broader market participation by expanding the retail shareholder base. The company notes it has witnessed significant growth in business operations over the years.

Financial and Operational Impact

The subdivision will not result in any change to the authorized, issued, subscribed, and paid-up equity share capital of the company. It will not constitute a reduction of share capital under the Companies Act, 2013. The rights and obligations of members will remain unaffected.

Capital Structure Impact

The proposal will increase the number of outstanding shares from 4,55,40,314 to 45,54,03,140 while maintaining the same total capital value. No dilution of shareholding will occur for existing members as of the Record Date.

Implementation Details

For physical shareholders: Existing share certificates will be automatically canceled and replaced with dematerialized holdings in a Suspense Escrow Pool Account, requiring shareholders to claim their shares by submitting requisite documents.

For demat shareholders: Subdivided shares will be directly credited to their demat accounts.

Adjustments will be made to the JSW Dulux ESOP Scheme 2026 for outstanding stock options (vested and unvested) in accordance with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

Voting Process

The company is using remote e-voting exclusively through NSDL. Physical ballot forms are not being sent. Members must vote electronically during the specified period. Institutional shareholders must submit board resolutions/authority letters to the scrutinizer.

The scrutinizer will submit a report to the Joint Managing Director & CEO or General Counsel & Company Secretary, who will declare the results.

Additional Information

The documents are available on the company website at www.jswdulux.com. Members can request inspection of documents by emailing investor.india@akzonobel.com.

The Board recommends approval of all resolutions, stating they are shareholder-centric measures.

No director, key managerial personnel, promoter, promoter group, or their relatives are concerned or interested in the resolutions, except to the extent of their shareholding.

#Tags: #JSWDulux #StockSplit #SEBIDisclosure #RegulatoryCompliance #CapitalRestructuring #Neutral