Bajaj Holdings & Investment Ltd

AGM details

• Held via video conference/online platform.
• 177 members attended; quorum confirmed.
• Meeting run time: 4:00 p.m. to 5:25 p.m.

Resolutions presented

• Ordinary: Adoption of standalone and consolidated financial statements.
• Ordinary: Dividend declaration proposed at ₹130 per share.
• Ordinary: Re-appointment by rotation of a director.
• Special: Re-appointment of independent director for a second five-year term.
• Special: Approval for payment of commission to non-executive directors for five years.

Voting status

• E-voting results to be declared within two working days; Scrutiniser’s report to be filed.
• Transcript to be posted on the company website.

Director changes

• Director retiring by rotation; eligible for re-appointment.
• Independent director to serve a second five-year term.

Auditors

• Joint Statutory Auditors present; no appointment changes disclosed.

Key approvals and disclosures

• Unaudited standalone and consolidated Q1 FY27 results approved; limited review reports approved; press release issued.
• Standalone Q1 FY27: total income 411.28 crore; PAT 344.09 crore; EPS 30.92.
• Consolidated Q1 FY27: total income 419.32 crore; PAT 2,708.08 crore.
• Consolidated highlights: PAT 2,706 crore vs 3,487 crore in 01 FY26; standalone PAT 344 crore vs 2,036 crore.
• Regulatory: BHIL applying to RBI to re-categorise as Unregistered Core Investment Company; RBI review ongoing.
• Regulatory disclosures: independent reviews by BHIL auditors; no material misstatement found.
• Other: press release issued accompanying results.

Dematerialisation processing status

• Processed demat requests within 15 days from receipt of certificates for the period Apr–Jun 2026.
• Confirmed to depositories that dematerialised securities were listed on the stock exchanges.
• Immediately mutilated and cancelled the certificates after due verification.
• Name of depositories substituted in register of members as registered owner for approved demats.

Meeting Details

• Board meeting scheduled for Friday, 31 July 2026; time and venue not disclosed.

Key Agenda Items

• Consider and approve unaudited standalone and consolidated financial results for the quarter ended 30 June 2026.

Other Notes

• Trading window closed from 1 July 2026 to 2 August 2026 for designated persons and their relatives.

Overview

• Standalone NBFC investment company with 100% turnover from holdings.
• FY2025-26 BRSR; RBI CoR surrender and CIC reclassification pursued.
• Assurance by SGS India on core indicators accompanying the report.

Key ESG Risks & Opportunities

• No material RB issues identified; no explicit ESG opportunities disclosed.
• Policies cover all NGRBC principles; no sustainability committee.
• Regulatory status change risk from RBI filing remains uncertain.

Governance & Policy Highlights

• MD & CEO oversee ESG; no separate sustainability committee.
• Policy approved by Board in Oct 2022 covering all principles.
• Code of Ethics prohibits bribery; Whistle Blower and POSH policies in place.
• FY2026 shareholder complaints: 11; no employee/regulator penalties.
• SGS assurance scope: core indicators; Board reporting per policy.

Social Responsibility & Workforce

• Total employees 14; 11 male, 3 female; no differently abled.
• Board female representation 2 of 11 directors (18.18%).
• Permanent turnover 39.44% in FY2026.
• Remuneration: PF and Gratuity coverage 100%.
• No workers; maternity/paternity leave not applicable.
• Grievance mechanisms: Code, Whistle Blower, POSH enable confidential reporting.
• No employee unions; direct relationship with workforce.
• Training: 100% board/KMP familiarisation; ESG awareness.
• Discrimination and harassment grievance mechanisms in place.

Environmental Performance

• GHG Scope 1: 1,874.58 tCO2e; Scope 2: nil.
• Total energy consumption 24,697.63 GJ; renewables nil.
• Energy intensity 157.76 GJ per revenue; PPP 11.97.
• No direct water withdrawals or discharges quantified due to shared premises.
• Waste generation not reported; no hazardous waste handling.
• No environmental certifications or targets disclosed.
• Host facility meters prevent double counting; host electricity accounted elsewhere.

Stakeholder Engagement & Complaints

• Key stakeholders: shareholders, government/regulators, employees, and society.
• Engagement channels: email, stock exchange disclosures, website; need-based frequency.
• Shareholder complaints FY2026: 11; all resolved.
• Community grievances tracked; CSR activities continue.

Other Notable Metrics

• Related-party transactions: purchases 18.01%, sales 70.92%, investments 92.75%.
• Loans to related parties 1.34%; no RPT purchase/sales risk flagged.
• Assurance: SGS completed BRSR and GHG assurance June 2026.
• Policy link: policies posted on BHIL investors page.

AGM details

• 81st AGM on 31 July 2026 at 4:00 p.m. IST via VC/OAVM.
• Deemed venue: BHIL registered office at Bajaj Auto Complex, Akurdi.
• Voting rights cut-off date: 24 July 2026.
• Remote e-voting window: 27 July 2026 to 30 July 2026.
• Access links: KFin evoting site and e-AGM webcast.

Dividend

• Interim dividend of 65 per share already paid.
• Final dividend proposed: 130 per share, including 50 special; record date 30 June 2026; payout by 5-Aug-2026.

Key resolutions

• Ordinary: Adopt standalone and consolidated financial statements for FY2026.
• Ordinary: Final dividend of 130 per share declared/approved (if adopted).
• Ordinary: Re-appointment of Shekhar Bajaj as director, retiring by rotation.
• Special: Re-appointment of Dr. Arindam Bhattacharya as independent director for second term.
• Special: Commission to non-executive directors for five-year period proposed.
• Special: Board authorization for implementation of above resolutions.

Director changes

• Re-appointment of Shekhar Bajaj as director, retiring by rotation.
• Re-appointment of Dr. Arindam Bhattacharya as independent director for second five-year term.
• Saurabh Erande appointed Company Secretary and Compliance Officer from 1 October 2025.
• Sriram Subbramaniam ceased as Company Secretary on 25 July 2025.
• Purav Jhaveri ceased as Chief Investment Officer on 31 January 2026.

Auditors

• Statutory auditors retained: P G Bhagwat LLP and Khandelwal Jain & Co.
• Secretarial Auditor: DVD & Associates, five-year term from FY2026.
• FY2026 audit fees disclosed; total statutory fees and other services.

Related party transactions

• All related party transactions were arm's length and in the ordinary course.
• Audit Committee approvals obtained for all related party transactions.
• Investments and dividends with BAL and BFS disclosed; no material RPT.

Other material approvals

• RBI CIC re-categorisation as Unregistered CIC is under RBI review.