BSECompany Update11 Aug 2026 · 11 Aug 2026, 05:07 pm

Attached intimation about board approval for amendment to Memorandum and Articles of Association, subject to shareholders approval.

JSW Dulux Ltd · 500710

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JSW Dulux Ltd has announced the board approval for amendment to Memorandum and Articles of Association, subject to shareholders approval, including sub-division/split of existing equity shares and alteration in Capital Clause.

Analysis Scores

Earnings Impact2/10
Growth Catalyst3/10
Governance Concern1/10
Regulatory Risk2/10
Balance Sheet Risk2/10
Liquidity Impact8/10
Market Sentiment5/10

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JSW Dulux Ltd - 500710 - Announcement under Regulation 30 (LODR)-Amendments to Memorandum & Articles of Association

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11th August 2026 Department of Corporate Services The Listing Department BSE Limited National Stock Exchange of India Ltd. 1st floor, New Trading Ring Exchange Plaza, 5th floor, Rotunda Building, P J Towers Bandra-Kurla Complex Dalal Street, Fort Bandra (E) Mumbai - 400 001 Mumbai – 400051 Scrip Code: 500710 Symbol: JSWDULUX Ref: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Sub: Sub-division/Split of Equity Shares and alteration in Memorandum and Articles of Association of the Company Dear Sir/Madam, Reference our updated intimation dated 5th August 2026 (read with notice of Board Meeting dated 30th July 2026), pursuant to the requirements of Regulation 30 read with Part A of Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), we wish to inform you that the Board of Directors of the Company, at its meeting held today i.e., on Tuesday, 11th August 2026, has, inter alia, considered and approved: (a) Sub-division/split of the existing 1 (one) equity share of the Company having face value of Rs. 10/- (Rupees Ten only) each fully paid- up, into 10 (Ten) equity shares having face value of Re. 1/- (Rupee One only) each, fully paid- up, subject to approval of the shareholders by way of Postal Ballot and any regulatory/ statutory approvals, as may be required under applicable laws. The Record Date for the purpose of the sub-division/split of equity shares shall be determined by the Company after the aforesaid approval of the shareholders of the Company and the same will be intimated in due course. (b) Alteration in the Capital Clause of the existing Memorandum of Association and Articles of Association of the Company reflecting the said sub-division of Equity Shares, subject to approval of the shareholders by way of Postal Ballot and any regulatory/ statutory approvals, as may be required under applicable laws. Consequently, the altered Capital Clause of the Memorandum of Association of the Company, shall read as follows: 5. The Capital of the Company is Rs. 1,26,69,00,000/- divided into 1,26,69,00,000 Equity Shares of Re. 1/- each with the rights, privileges and conditions attaching thereto as are provided by the regulations of the Company for the time being, with power to increase and reduce the capital of the Company and to divide the shares in the Capital for the time being into several classes and to attach thereto respectively such preferential, deferred, qualified or special rights, privileges or conditions as may be determined by or in accordance with the regulations of the Company and to vary, modify or abrogate any such rights, privileges or conditions in such manner as may for the time being be provided by the regulations of the Company. The detailed disclosure for the aforesaid as required under Para A, Part A of Schedule III of Regulation 30 of the SEBI Listing Regulations read with SEBI Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024 as updated by SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, is given as Annexure-I. (c) Alteration of the Articles of Association of the Company by amending the Capital Clause as given in Article 4 of the existing Articles of Association of the Company, consequent to the proposed sub-division/split of existing equity shares of the Company, subject to approval of the shareholders by way of Postal Ballot and any regulatory/ statutory approvals, as may be required under applicable laws. Subject to the foregoing, the amended Article 4 under the existing Articles of Association of the Company, shall read as follows: 4. Share Capital 4.1 The authorized share capital of the Company shall be such amount as stated in the memorandum of association of the Company or as altered thereat, from time to time. 4.2 The Company may by special resolution reduce its share capital in accordance with Section 66 of the Act, or under the provisions of the law governing such reduction for the time being in force, including any statutory modifications thereof. 4.3 Subject to the provisions of the Act, the rules made thereunder and these Articles, the shares of the Company may be allotted and issued or otherwise dispose of the same or any of them to such persons, in such proportion and on such terms and conditions and either at premium or at par and at such time as the directors may from time to time think fit, either through rights issue, preferential allotment, or any other mode permissible under the Act. 4.4 If at any time the share capital of the Company is divided into different classes of shares, the rights attached to any class (unless otherwise provided by the terms of issue of the shares of that class) may, subject to the provisions of Section 48 of the Act, and whether or not the Company is being wound up, be varied with the consent in writing of the holders of not less than three-fourths of the issue shares of that class, or with the sanction of a special resolution passed at a separate meeting of the holders of the shares of that class. To every such separate meeting, the provisions of these Articles relating to general meetings shall mutatis mutandis apply, but so that the necessary quorum shall be at least two persons holding at least one-third of the issued shares of the class in question. 4.5 The rights conferred upon the holders of the shares of any class issued with preferred or other rights shall not, unless otherwise expressly provided by the terms of issue of the shares of that class, be deemed to be varied by the creation or issue of further shares ranking pari passu therewith. 4.6 The Company shall be authorized to pay commission on subscription to its securities in accordance with Section 40(6) of the Act. 4.7 Subject to the provisions of Section 55 of the Act, any preference shares may be issued the terms that they are, or at the option of the Company are liable, to be redeemed on such terms and in such manner as the Board may determine. The period within which such shares may be redeemed shall not exceed twenty years from the date of issue of preference shares subject to the provisions of law for the time being in force. 4.8 Subject to the provisions of Section 50 of the Act, the Company shall be permitted at its discretion to accept from any member, the whole or a part of the amount remaining unpaid on any shares held by him, although no part of that amount has been called up. 4.9 Subject to the provisions of Section 51 of the Act, the Company shall be permitted to pay dividends in proportion to the amount paid-up on each share. 4.10 The Company may at its discretion issue sweat equity shares to employees or directors of the Company at discount or for a consideration otherwise than in cash as such other manner as may be decided by the Board in accordance with the provisions of the Act for providing know-how or making available rights in the nature of intellectual property rights or value additions, by whatever name called, in accordance with Section 2(88), Section 54 and other applicable provisions of the Act. 4.11 Subject to the provisions of the Act and the rules made thereunder, the Company may alter its memorandum of association in its general meeting: (a) Irrespective of the fact that the existing shares of the Company have been fully paid up or not, the Company may from time to time alter or increase its authorized share capital in accordance with the provisions of Section 61 of the Act and the rules made thereunder; (b) Consolidate and divide all or any of its share capital into shares of a larger amount than its existing shares; (c) Provided that no consolidation and division which results in changes in the voting percentage of members shall take effect unless it is approved by the Tribunal on an application made in the prescribed manner as per the provision of the Act; (d) Convert all or any of its fully paid-up s [Showing first 8,000 characters — download PDF for full document]