Nature of the Event

NOCIL Limited has issued notice for its 64th Annual General Meeting (AGM) to be held on Monday, August 3, 2026, at 03:00 PM IST through Video Conferencing/Other Audio-Visual Means. The deemed venue is the registered office at Mafatlal House, H.T. Parekh Marg, Backbay Reclamation, Churchgate, Mumbai - 400 020.

Key Quantitative Figures

  • Final dividend recommended: ₹1.50 per equity share of ₹10 each for FY 2025-26
  • Cost auditor remuneration: ₹9.50 lakhs (plus reimbursement of out-of-pocket expenses and applicable taxes) for FY 2026-27
  • FY 2025-26 financial performance: Turnover ₹1,349.73 crores, Profit Before Tax ₹83.81 crores, Profit After Tax ₹64.09 crores
  • Export performance: ₹432.02 crores (FY 2025-26) vs ₹472.30 crores (FY 2024-25)
  • Hrishikesh A Mafatlal's current remuneration: ₹3.20 crores (₹2.92 crores in salary/allowances/perquisites/performance bonus/ESOPs + ₹0.28 crores in contributions to funds)

Dates of Action

  • AGM Date: August 3, 2026
  • Record Date for Dividend: July 24, 2026
  • Dividend Payment Date: On or after August 10, 2026
  • Remote e-Voting Period: July 30, 2026 (9:00 AM) to August 2, 2026 (5:00 PM)
  • Cut-off date for e-Voting: July 27, 2026
  • Director appointments effective from: May 7, 2026

Parties Involved

  • Registrars and Transfer Agents: KFin Technologies Limited
  • Cost Auditors: M/s. Kishore Bhatia & Associates, Mumbai (Registration No. 00294)
  • Scrutinizer: Parikh & Associates, Practicing Company Secretaries
  • e-Voting Service Provider: National Securities Depository Limited (NSDL)
  • Directors seeking appointment/re-appointment:
  • Mr. Hrishikesh A Mafatlal (DIN: 00009872) - Executive Chairman
  • Mr. Anand V.S (DIN: 07918665) - Managing Director
  • Mr. Sanjiv Lal (DIN: 08376952) - Independent Director
  • Mr. Sabyaschi Patnaik (DIN: 07183784) - Independent Director

Business to be Transacted

Ordinary Business

1. Adoption of audited financial statements (standalone and consolidated) for FY ended March 31, 2026

2. Declaration of dividend on equity shares for FY ended March 31, 2026

3. Re-appointment of Mr. Anand V.S who retires by rotation

Special Business

4. Re-appointment of Mr. Hrishikesh A Mafatlal as Executive Chairman for 5 years (August 19, 2026 to August 18, 2031) with proposed remuneration:

  • Salary: ₹180 lakhs per annum
  • Perquisites and allowances: ₹48.50 lakhs per annum
  • Performance bonus/commission as decided by Board
  • Other benefits: Provident fund, gratuity, leave encashment, medical expenses, club membership, insurance, car with driver

5. Appointment of Mr. Sanjiv Lal as Independent Director for 5 years (May 7, 2026 to May 6, 2031)

6. Appointment of Mr. Sabyaschi Patnaik as Independent Director for 5 years (May 7, 2026 to May 6, 2031)

7. Ratification of remuneration payable to Cost Auditors for FY 2026-27

Voting Arrangements

  • Remote e-Voting through NSDL from July 30 to August 2, 2026
  • e-Voting during AGM for those who haven't voted remotely
  • Facility for 1000 members to join VC/OAVM on first-come-first-served basis (exceptions for large shareholders, promoters, institutional investors, directors, KMPs, etc.)
  • Pre-registration required for members wishing to speak during AGM (July 20-23, 2026)

Shareholder Services Information

  • Members urged to update PAN, bank details, and KYC information for electronic dividend payments
  • Dematerialization of physical shares encouraged due to regulatory requirements and risk mitigation
  • Nomination facility available for seamless transmission of shares
  • SMART ODR Portal available for dispute resolution
  • Digilocker initiative for reducing unclaimed assets
  • Saksham Niveshak campaign extended to help investors resolve pending issues

Tax Implications

  • TDS applicable on dividend payments as per Finance Act, 2020
  • Different rates for resident shareholders (10%), non-resident shareholders (20% or treaty rate), and specific categories
  • Higher TDS rate of 20% applicable if PAN not provided or invalid
  • Documents required from non-resident shareholders for treaty benefits
  • No dividend payment through demand drafts/pay orders - only electronic mode

Unclaimed Dividend Information

  • Unpaid dividends transferred to IEPF after 7 years
  • Specific due dates for transfer of unclaimed dividends from previous years:
  • FY 2018-19: September 5, 2026
  • FY 2019-20: April 12, 2027
  • FY 2020-21: September 9, 2028
  • Subsequent years follow similar pattern

Company Background

  • Nature of industry: Manufacture and sale of Rubber Chemicals
  • Manufacturing facilities: TTC Industrial Area, Thane, Maharashtra and Dahej, Gujarat
  • Regional sales offices: Mumbai, Delhi, Chennai, Kolkata
  • Date of commencement of commercial production: 1976
  • No foreign investments or collaborators