BSEAGM/EGM1d ago · 21 Jul 2026, 11:46 am

Attached Notice of 68th Annual General Meeting of the Company scheduled on Wednesday August 19, 2026 at 11.30 a.m. IST.

Bayer CropScience Ltd · 506285

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Bayer CropScience Ltd has announced the notice of its 68th Annual General Meeting (AGM) scheduled on August 19, 2026, to consider and approve various resolutions, including related party transactions with Bayer AG, appointment of a director, and ratification of remuneration payable to the cost auditors.

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Bayer CropScience Ltd - 506285 - Notice Of 68Th Annual General Meeting Of The Company Scheduled On Wednesday, August 19, 2026.

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July 21, 2026 The General Manager, Department of Corporate Services, BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001. COMPANY CODE : BAYERCROP SCRIP CODE : 506285 Bayer CropScience Ltd. Dear Sir/Madam, CIN: L24210MH1958PLC011173 Registered and Corporate Office: Sub.: Notice of 68th Annual General Meeting (AGM) for the Financial Year Bayer House Central Avenue 2025-26. Hiranandani Estate Thane (West) – 400 607 In terms of the requirements of Regulation 34(1) of the SEBI (Listing Maharashtra, India Obligations and Disclosure Requirements) Regulations, 2015, we are submitting Tel : +91 22 2531 1234 herewith the Notice of the 68th AGM of the Company for the Financial Year Fax : +91 22 2545 5063 2025-26, to be held on Wednesday, August 19, 2026 at 11:30 a.m. IST, through www.bayer.in www.cropscience.bayer.com Video Conferencing (“VC”) / Other Audio-Visual Means (“OAVM”). The said Notice also forms part of the Annual Report for the Financial Year 2025-26, submitted to the stock exchange vide letter dated July 21, 2026. This is for your information and records. Thanking you, Yours faithfully, for Bayer CropScience Limited Bharati Shetty Company Secretary and Compliance Officer (Membership No.: ACS 24199) Encl.: As above RESTRICTED Bayer CropScience Limited NOTICE To, Policy on the Related Party Transactions The Members of Bayer CropScience Limited and as recommended and approved by the Audit Committee and the Board of Directors NOTICE is hereby given that the 68th Annual General (hereinafter referred to as “the Board”), the Meeting (“AGM/Meeting”) of Bayer CropScience approval of the Members be and is hereby Limited (“the Company”) will be held on Wednesday, accorded to the Board (including its Committees August 19, 2026, at 11:30 a.m. IST through Video thereof) to enter into/continue the contract(s)/ Conferencing (“VC”)/Other Audio-Visual Means arrangement(s)/transaction(s) (whether by way (“OAVM”) to transact the following business. of an individual transaction or transactions taken together or series of transactions or otherwise) ORDINARY BUSINESS: with Bayer AG, the ultimate Holding Company, a related party of the Company, on such terms 1. T o receive, consider and adopt the Audited and conditions as may be agreed between the Financial Statements together with the Reports Company and Bayer AG for an aggregate value of the Board of Directors and the Auditors of up to ` 35,000 Million (Rupees Thirty Five thereon for the financial year ended March 31, Thousand Million Only) to be entered during the 2026. financial year 2027-2028, as per details provided 2. To confirm the payment of Interim Dividend of in the explanatory statement, subject to such ` 90/- per Equity Share of ` 10 each and to contract(s)/arrangement(s)/transaction(s) being at declare Final Dividend of ` 60/- per Equity Share arm’s length and in the ordinary course of of ` 10 each for the financial year ended March business of the Company. 31, 2026. RESOLVED FURTHER THAT the Board 3. To appoint a Director in place of Ms. Jana Marlen (including its Committees thereof), be and is Ackermann (DIN: 10849470), who retires by hereby authorised, to do and perform all such rotation and being eligible offers her candidature acts, deeds, matters and things, as may be for re-appointment. necessary, including finalising the terms and conditions, methods and modes in respect SPECIAL BUSINESS: thereof and finalizing and executing necessary documents, including contract(s), agreement(s) 4. Approval of Material Related Party and such other documents in this regard and Transactions with Bayer AG deal with any matters, take necessary steps as To consider and, if thought fit, to pass the the Board may, in its absolute discretion deem following resolution as an Ordinary Resolution: necessary, desirable or expedient, to give effect to this resolution including power to delegate to “ RESOLVED THAT pursuant to the provisions the Authorised Representatives of the Company of Regulation 23(4) and other applicable and to settle any question that may arise in this provisions, if any, of the Securities and regard and incidental thereto, without being Exchange Board of India (Listing Obligations required to seek any further consent or approval and Disclosure Requirements) Regulations, of the Members or otherwise to the end and 2015 (“SEBI Listing Regulations”) read with the intent that the Members shall be deemed to applicable provisions of the Companies Act, have given their approval thereto expressly by 2013 (“the Act”) and Rules made thereunder the authority of this resolution. (including any statutory amendment(s) or modification(s) or re-enactment(s) thereof, for RESOLVED FURTHER THAT all actions taken the time being in force) read with the Company’s by the Board (including its Committees thereof) Annual Report 2025-26 Notice Corporate Overview | Statutory Reports | Financial Statements or any person so authorised by the Board, “Insecticides” for the financial year ending March in connection with any matter referred to or 31, 2027, being ` 0.63 Million (Rupees point six contemplated in any of the foregoing resolutions, three Million only) plus taxes as applicable and be and are hereby approved and confirmed in all out of pocket expenses incurred in performance respects.” of their duties, be and is hereby ratified and confirmed. 5. Ratification of remuneration payable to M/s. D. C. Dave & Co., Cost Accountants (Firm RESOLVED FURTHER THAT the Board or any Registration No. 000611), Cost Auditors of the duly constituted Committee of the Board or the Company for the financial year ending March Company Secretary be and are hereby authorised 31, 2027. to do all such acts, deeds, things, take all such steps as may be necessary and expedient to To consider and, if thought fit, to pass the give effect to the foregoing resolution.” following resolution as an Ordinary Resolution: By Order of the Board of Directors “ RESOLVED THAT pursuant to Section 148(3) for Bayer CropScience Limited and all other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) read with the Companies (Audit and Auditors) Rules, Bharati Shetty 2014 and other applicable provisions, if any, of Company Secretary & Compliance Officer the Act (including any statutory modification(s) Membership No.: ACS 24199 or re-enactment(s) thereof, for the time being in force), the remuneration payable to Mumbai, May 26, 2026 M/s. D. C. Dave & Co., Cost Accountants, having Firm Registration No. 000611, appointed by Registered Office: the Board of Directors of the Company on the Bayer House, Central Avenue, recommendation of the Audit Committee, as Cost Hiranandani Estate, Auditors of the Company to conduct the audit Thane (West) - 400607 of the cost records of the Company relating to CIN: L24210MH1958PLC011173 Bayer CropScience Limited Bayer CropScience Limited NOTES: 1. T he Ministry of Corporate Affairs (“MCA”) has vide or amendment(s) or re-enactment(s) thereof, its General Circulars dated April 8, 2020, April for the time being in force, in respect of the 13, 2020, May 5, 2020 along with subsequent Director seeking approval for appointment circulars issued in this regard and the latest dated and re-appointment at the AGM, forms part of September 22, 2025 (collectively referred to as the annexure to this Notice. The Company has “MCA Circulars”), permitted the holding of the received the requisite consents/declarations/ Annual General Meeting (“AGM”) through Video confirmations for the appointment under the Conferencing (“VC”) facility/Other Audio Visual SEBI Listing Regulations, the Act and the rules Means (“OAVM”) without the physical presence made thereunder. of the Members at a common venue. Further, the Securities and Exchange Board of India (“SEBI”) 5. Pursuant to the provisions of Section 108 of vide its Master Circular dated November 11, 2024 the Act read with Rule 20 of the Companies read with Circular dated October 3, [Showing first 8,000 characters — download PDF for full document]