BSEAGM/EGM6d ago · 6 Aug 2026, 06:17 pm

Please find enclosed letter dated August 6, 2026

UPL Ltd · 512070

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UPL Ltd held its 42nd Annual General Meeting (AGM) on August 6, 2026, through video conferencing. The meeting was attended by 119 members, and the requisite quorum was present. The company reported a strong financial and operational performance in FY 2025-26 and recommended a final dividend of ₹6 per equity share. The AGM was conducted in compliance with the applicable circulars issued by the Ministry of Corporate Affairs and SEBI.

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Earnings Impact8/10
Growth Catalyst5/10
Governance Concern2/10
Regulatory Risk1/10
Balance Sheet Risk3/10
Liquidity Impact9/10
Market Sentiment7/10

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UPL Ltd - 512070 - Shareholder Meeting / Postal Ballot-Scrutinizer''s Report

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UPL Limited, Uniphos House, UPL C.D. Marg, 11th Road, Madhu Park, Khar (West), Mumbai – 400052, India w: www.upl-ltd.com e: contact@upl-ltd.com t: +91 22 6856 8000 August 6, 2026 BSE Limited National Stock Exchange of India Ltd Mumbai Mumbai SCRIP CODE: 512070 SYMBOL: UPL Sub: Summary of Proceedings, Voting Outcome and Scrutinizer’s Report of the 42nd Annual General Meeting held on Thursday, August 6, 2026. Dear Sir(s)/Madam Pursuant to Regulations 30 and 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we wish to inform you that the 42nd Annual General Meeting (AGM) of the Company was held today, i.e. Thursday, August 6, 2026, at 1:30 p.m. (IST) through Video Conferencing (VC) / Other Audio-Visual Means (OAVM) in compliance with the applicable circulars issued by the Ministry of Corporate Affairs and SEBI. In this regard, please find enclosed the following: 1. Summary of Proceedings of the AGM – Annexure A. 2. Voting Results of the resolutions passed at the AGM – Annexure B. 3. Consolidated report of the Scrutinizer on e-voting prior and during the AGM – Annexure C. The above documents are also being uploaded on the Company’s website at https://www.upl- ltd.com/investors/shareholder-center/shareholder-meeting. This is for your information and records. Thanking you, Yours faithfully, For UPL Limited Sandeep Deshmukh Company Secretary and Compliance Officer (ACS-10946) Encl.: As above 1) London Stock Exchange 2) Singapore Stock Exchange 3) National Securities Depository Limited 4) Central Depository Services (India) Limited 5) MUFG Intime India Private Limited Registered Office: 3-11, GIDC, Vapi, Valsad - 396 195, Gujarat, India. P +91 260 2432716 CIN: L24219GJ1985PLC025132 UPL Limited, Uniphos House, UPL C.D. Marg, 11th Road, Madhu Park, Khar (West), Mumbai - 400052, India w: www.upl-ltd.com e: contact@upl-ltd.com t: +91 22 6856 8000 AnnexureA SUMMARY OF PROCEEDINGS OF 42nd ANNUAL GENERAL MEETING A. Day, Date, time and venue of the Annual General Meeting: The 42nd Annual General Meeting ("AGM" or "Meeting") of the Members of the Company was held on Thursday, August 6, 2026 at 01 :30 p.m. (1ST) through Video Conferencing / Other Audio-Visual Means ("VC/OAVM") to transact the businesses as set out in the Notice dated May 11, 2026. The AGM was held in compliance with the General Circulars issued by the Ministry of Corporate Affairs ("MCA") and circulars issued by the Securities and Exchange Board of India ("SEBI") and as per the applicable provisions of the Companies Act, 2013 and the Rules made thereunder. The Company provided Members with the facility to attend the AGM through VC/OAVM. Members were given the opportunity to join the AGM 30 minutes before the scheduled commencement of the meeting, and the facility remained available throughout the proceedings. The Company also provided a live webcast of theAGM. B. Proceedings in brief: • Mr. Jaidev R. Shroff, Chairman & Group CEO, chaired the Meeting. • As per the attendance record, 119 Members were present virtually at the Meeting and after ascertaining that the requisite quorum was present, Mr. Sandeep Deshmukh, Company Secretary, with the permission of the Chairman, called the Meeting to Order. • Thereafter, the Company Secretary, informed that the AGM was convened using Audio-visual means. The Company had taken all possible steps to ensure that the shareholders were provided an opportunity to participate in the AGM either through video conferencing facility or watch the live webcast of the AGM proceedings and to vote on the resolutions set forth in the Notice. • The Company Secretary informed the Members that the Notice convening the 42nd AGM, along with the Annual Report for the financial year 2025-26, and the unmodified Reports of the Statutory Auditors on both the standalone and consolidated financial statements, had already been circulated electronically to the members of the Company whose e-mail addresses had been registered with the Company/RTA/Depository Participant(s)/Depositories and were taken as read. It was also informed that the original documents, including Statutory Registers and other relevant documents, were made available for inspection. • Thereafter, Mr. Jaidev R. Shroff, Chairman & Group CEO, introduced the Board of Directors, Key and Senior Managerial Personnel, Chairpersons of all the Committees and representatives of the Statutory, Secretarial and Cost Auditors of the Company who were also present virtually throughout the Meeting. • The Chairman & Group CEO welcomed all the shareholders and other invitees present at the meeting. • Thereafter, the Chairman & Group CEO apprised the Members that the Company had delivered a strong performance despite geopolitical tensions and highlighted the financial and operational performance of the Company during FY 2025-26. He also informed that the Board had recommended a final dividend of ~6/- per equity share, subject to approval of shareholders. • The Company Secretary briefed the Members on the regulatory matters and general instructions pertaining to the AGM. • It was informed that the Company had appointed Mr. Bhaskar Upadhyay, Practicing Company Secretary (Membership No. FCS: 8663) as the Scrutinizer to scrutinize the remote e-voting and e-voting process in a fair and transparent manner. Registered Office: 3-11, GIDC, Vapi, Valsad -396 195, Gujarat, India. P +912602432716 CIN: L24219GJ1985PLC025132 UPL Limited, Uniphos House, UPL C.D. Marg, 11th Road, Madhu Park, Khar (West), Mumbai - 400052, India w: www.upl-ltd.com e: contact@upl-ltd.com t: +91 22 6856 8000 • The following items of businesses as set out in the Notice convening the 42nd AGM were put to vote. Members who had registered themselves as speakers were provided with an opportunity to ask questions or express their views through VC/OAVM facility. Clarifications were provided on the information sought by the members. SN. Particulars rrype of Resolution ORDINARY BUSINESS 1. Adoption of the Audited Standalone Financial Statements of the Ordinary Resolution Company for the financial year ended March 31, 2026 and the reports of the Board of Directors and Auditors thereon. 2. Adoption of the Audited Consolidated Financial Statements of Ordinary Resolution the Company for the financial year ended March 31, 2026 and the report of the Auditors thereon. 3. Declaration of Dividend. Ordinary Resolution 4. Re-appointment of Mr. Jaidev R. Shroff (DIN: 00191050), as a Ordinary Resolution Director liable to retire by rotation. SPECIAL BUSINESS 5. Ratification of remuneration of Cost Auditor for FY 2026-27. Ordinary Resolution 6. Re-appointment of Ms. Naina Lal Kidwai {DIN: 00017806), as Special Resolution an Independent Director of the Company. Voting by members and results: It was informed that: • The Company had provided remote e-voting facility to its members to cast votes electronically on all items of businesses as set out in the Notice from Monday, August 3, 2026 at 09.00 a.m. (1ST) to Wednesday, August 5, 2026 at 05.00 p.m. (1ST). • The facility to vote on resolutions through electronic voting system at the meeting was also made available to the members who participated in the meeting and had not cast their votes through remote e-voting. The Company Secretary thanked the Members for attending and participating in the meeting. The e-voting facility was kept open for the next 15 minutes to enable the members to cast their vote. The Meeting concluded at 02:40 p.m. (1ST) (including time allowed fore-voting at AGM). Post the conclusion of the e-voting, the Scrutinizer's report was received. All the Resolutions were passed with requisite majority. Registered Office: 3-11, GIDC, Vapi, Valsad -396 195, Gujarat, India. P +91 260 2432716 CIN: L24219GJ1985PLC025132 Annexure B UPL Limited AGM Date: Thursday, August 6, 2026 Date of the AGM/EGM: Thursday, August 6, 2026 Total number of shareholders on cut-off date for voting purpose i.e. July 30, 2026: 28 [Showing first 8,000 characters — download PDF for full document]