Meeting Details

  • Date: Monday, July 20, 2026
  • Time: 10:30 a.m. to 11:50 a.m. IST
  • Venue: Conducted through Video Conferencing (VC) / Other Audio Visual Means (OAVM)
  • Chairman: Sri Sidharth Birla
  • Quorum: Present throughout the meeting

Proceedings Summary

The meeting was called to order with the requisite quorum present. The Chairman welcomed members and introduced Directors, Statutory and Secretarial Auditors, and Senior Executives attending via video conference. The Chairman confirmed that statutory registers were available for inspection on the e-voting website of MUFG Intime India Private Limited and that there were no qualifications, reservations, or adverse remarks in the Auditors' Report or Secretarial Auditors' report.

Chairman's Remarks (Extracted Highlights)

  • Business Focus: Coextruded products including sheets and cast films maintain significance, with dielectric films as the current strategic priority.
  • Capacity Expansion: The first dielectric film line operated at capacity; the second line was commissioned in March 2026, doubling capacity to 8,000 MT. The UAE subsidiary (Xpro Dielectric Films) is moving towards commissioning a third line in 2026, bringing total global capacity to 13,000 MT.
  • Investment: A leading UAE investor acquired a 15% equity stake in the subsidiary at a premium, endorsing Xpro's standing and growth prospects.
  • Market Outlook: Asia accounts for bulk global manufacturing capacity, Europe offers technological depth, and the USA remains a significant market. Independent evaluations suggest more than 20 new dielectric film lines are needed globally by 2030.
  • Strategy: The company prioritizes product sophistication over commodity plays and treats dielectric films as distinct from standard oriented films. Plans include building a fourth line in UAE and a fifth in India, with timing guided by economic and market conditions.
  • Leadership Transition:
  • Sri C. Bhaskar (Managing Director) will complete his tenure on December 31, 2026, after 26 years on the Board and 44 years with the company.
  • Sri H. Bakshi (Chief Operating Officer) has spent 32 years with the company.
  • Both will transition to the Chairman's Office as mentors and counsel after concluding executive responsibilities.
  • Sri Girish Behal, who joined as head of strategy in 2024 and was appointed President and CEO in August 2025, is proposed as Managing Director effective January 1, 2027, subject to shareholder approval.
  • Financial Principles: The company follows prudent guiding principles for earnings retention, capital allocation, and balance sheet leverage. The outlook remains positive despite geopolitical and trade policy uncertainties.

Voting Process

  • Remote e-voting was conducted through MUFG Intime India Private Limited from July 17, 2026 (9:00 AM IST) to July 19, 2026 (5:00 PM IST).
  • Members present at the AGM who had not voted remotely were allowed to vote via e-voting during the meeting.
  • Sri Girish Bhatia, Practicing Company Secretary, was appointed as Scrutiniser for the e-voting process.
  • Results will be disseminated to stock exchanges and uploaded on the company's website and MUFG Intime's website.

Business Items Presented for Approval

Ordinary Business:

1. Adoption of Directors' Report, Audited Financial Statements, and Auditors' Report for the year ended March 31, 2026.

2. Payment of dividend of ₹2.00 per ordinary share (face value ₹10 each) for FY ended March 31, 2026.

3. Re-appointment of Smt Madhushree Birla (DIN: 00004224) as a Director.

Special Business:

4. Ratification of remuneration payable to M/s Sanghavi Randeria & Associates, Cost Accountants, for FY 2026-27.

5. Re-appointment of Ms. Suhana Murshed (DIN: 08572394) as Non-Executive Independent Director for a second term of five years (July 20, 2026 to July 19, 2031).

6. Appointment of Sri Girish Behal (DIN: 08803773) as Managing Director for three years effective January 1, 2027, and approval of his remuneration.

7. Payment of commission to Non-Executive Directors.

Additional Notes

  • The document specifies that it does not constitute the formal minutes of the AGM.
  • The company will intimate stock exchanges with the voting results.