BSECompany Update2 Nov 2026 · 2 Nov 2026, 12:49 pm
The Board of Directors have approved the Modification to the Dividend Distribution Policy at their meeting held on November 2,2026
Nirlon Ltd · 500307
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Nirlon Ltd has modified its Dividend Distribution Policy, which will be available on its website.
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Full Announcement
Nirlon Ltd - 500307 - Announcement under Regulation 30 (LODR)-Meeting Updates
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Nirlon Limited
CIN: L17120MH1958PLC011045
Pahadi Village, off the Western Express Highway, Goregaon (East), Mumbai 400 063.
Tele: +91 (022) 4028 1919 / 2685 2257 / 58 / 59
E-mail id : info@nirlonltd.com, Website:www.nirlonltd.com
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November 2, 2026
The Secretary,
BSE Limited,
P.J. Towers,
Dalal Street,
Mumbai- 400 001.
Security Code: 500307
Dear Sir,
Sub: Outcome of the Board meeting held on Monday, November 2, 2026:
Modification to the Dividend Distribution Policy
Ref: Pursuant to the provisions of Regulation 30 of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015
We hereby inform you that inter alia; the Board of Directors of the
Company at their meeting held on Monday, November 2, 2026 considered and
approved the modification to the Dividend Distribution Policy .
The said information with details will also be made available on the website
of the Company “www.nirlonltd.com”.
We request you to take the same on record.
Thanking you,
Yours faithfully,
For Nirlon Ltd.,
Jasmin K. Bhavsar
Company Secretary, Vice President (Legal) & Compliance Officer
FCS4178
Encl: a/a
Nirlon Limited
Dividend Distribution Policy
1. Background and applicability
Regulation 43 A of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (“Regulations”) require the top 500
listed companies (by market capitalisation) to disclose a dividend
distribution policy in the annual report and on the corporate website.
Nirlon Limited was ranked at 398 out of the top 500 companies
based on the market capitalisation as on March 31, 2020 by the BSE.
The Board of Directors (“Board”) of Nirlon Limited (“Company”), at
its meeting held on June 30, 2020, has adopted this Dividend Distribution
Policy (“Policy”) in order to comply with the above requirement as well as
to establish the parameters to be considered by the Board before declaring
or recommending any dividend keeping in view the Company’s long term
growth objectives from internal cash accruals.
The Company currently has only one class of shares, viz. equity, for
which this Policy is applicable.
2. Dividend distribution philosophy
The Company is committed to value creation for all its stakeholders.
The focus will continue to be on sustainable returns, through an
appropriate capital strategy for both medium and long term value
creation. Accordingly, the Board would continue to adopt a progressive
and dynamic dividend policy, ensuring the immediate as well as long term
needs of the business.
3. Dividend
Dividend represents the profit of the Company, which is distributed
to shareholders in proportion to the amount paid-up on shares they hold.
Dividend includes interim dividend.
The dividend for any financial year shall normally be paid out of the
Company’s profits for that year. This will be arrived at after providing for
depreciation in accordance with the provisions of the Companies Act,
2013 and the rules thereunder (“Act”). If circumstances require, the
Board may also declare dividend out of accumulated profits of any
previous financial year(s) in accordance with provisions of the Act and
Regulations, as applicable.
4. Interim and Final Dividend
The Board may also declare interim dividends during a financial
year. Additionally, the Board may recommend final dividend for the
approval of the shareholders at the annual general meeting of the
Company. The date of the Board meeting in which the dividend proposal
will be considered will be provided to the stock exchange/s as required by
the Regulations.
5. Circumstances under which shareholders may or may not expect
Dividend
The Board will assess the Company’s financial requirements,
including present and future organic and inorganic growth opportunities
and other relevant factors, and declare dividend in any financial year after
taking these into account. Further, the Board shall take into
consideration the advice of the executive management of the Company
and the planned and further investments for growth apart from other
parameters set out in this Policy.
Notwithstanding the above, the Board may not declare or recommend
dividend for a particular period if it is of the view that it would be prudent
to conserve capital for the then ongoing or planned business expansion
or other factors which may be considered by the Board such as the
following circumstances:
• Whenever the Company undertakes or proposes to undertake a
significant expansion project requiring higher allocation of capital;
• Whenever there is a need for significantly higher working capital
requirements adversely impacting free cash flow;
• Whenever it undertakes any acquisitions or joint ventures requiring
significant allocation of capital; and
• In the event of inadequacy of profit or whenever the Company has
incurred losses.
6. Some financial parameters and other internal and external factors
that could be considered for declaration of Dividend:
• Distributable surplus available as per the Act and Regulations;
• The Company’s liquidity position and future cash flow needs;
• Track record of dividends distributed by the Company;
• Payout ratios of comparable companies;
• Prevailing taxation policy or any amendments expected thereof, with
respect to dividend distribution;
• Capital expenditure requirements considering the expansion and
acquisition opportunities;
• Cost and availability of alternative sources of financing;
• Stipulations/ covenants of loan and other financing agreements;
• Macroeconomic and business conditions in general;
• Providing for unforeseen events and contingencies with financial
implications; and
• Any other relevant factors that the Board may deem fit to consider
before declaring dividend.
7. Utilization of retained earnings
The Company shall endeavor to utilise the retained earnings in a
manner which shall be beneficial to the interests of the Company and also
its shareholders. Subject to applicable law, the Company’s retained
earnings shall be applied for:
• Funding inorganic and organic growth needs including working
capital, capital expenditure, repayment of debt, etc.;
• Buyback of shares subject to applicable limits;
• Payment of dividend in future years;
• Issue of bonus shares; or
• Any other permissible purpose.
8. Dividend Payment Mode:
Pursuant to the recent amendments (notified via SEBI LODR Fifth
Amendment), provisions relating to the issuance of payable-at-par
warrants or physical cheques under Regulation 12 and Schedule I have
been omitted, and hence, the Company shall not issue any physical
payable-at-par warrants, or cheques for payment of dividends. The
Company shall make payment only through electronic modes.
9. Modification of the Policy
The Board is authorised to change/amend this Policy from time to
time at its sole discretion taking into account the national or global
economic conditions, Company’s growth, financial position and
investment plans and/or in pursuance of any amendments made to the
Act the Regulations or any other applicable law.
10. Disclaimer
This document does not solicit investments in the Company’s
securities. Nor is it an assurance of guaranteed returns (in any form), for
investments in the Company’s equity shares.
11. Parameters that shall be adopted with regard to various classes of
shares
The Company has issued only one class of shares viz. equity shares.
The parameters for dividend payments in respect of any other class of
shares will be as per the respective terms of issue and in accordance with
the applicable law and will be determined, if and when the Company
decides to issue such other classes of shares.
12. Conflict in Policy
In the event of any conflict between this Policy and the provisions
contained in the Act and/or the Regulations, the Act and / or the
Regulations shall prevail.
Version 2.0
November 2,2026