Balmer Lawrie & Company Ltd

Balmer Lawrie & Company Ltd – Closure of Trading Window

Government Nominee Director

• Aditya Shekhar Singh appointed Government Nominee Director; term 18 Mar 2026 to 8 Mar 2029 under MoPNG order.
• No inter-se relationship with other Directors.
• Profile: Deputy Secretary, MoPNG; MMS in Finance & HR; 26 years government service.
• Not debarred by SEBI or authorities.

Non-Executive Independent Director: Dominic Tadar

• Dominic Tadar appointed Non-Executive Independent Director; three-year term from 12 Aug 2026.
• Profile: 22 years legal practice; BA; LLB; former Chair, Khadi & Village Industries Board.
• Disclosures: No inter-se relationships with other Directors.
• Not debarred by SEBI or authorities.

Non-Executive Independent Director: Vivek Mittal

• Vivek Mittal appointed Non-Executive Independent Director; three-year term from 12 Aug 2026.
• Profile: CA; Fellow ICAI; 30+ years in Direct Taxation and Finance; Founder of Vivek Mittal & Associates.
• Disclosures: No inter-se relationships with other Directors.
• Not debarred by SEBI or authorities.

AGM – Ordinary business

• Adopted Audited Financial Statements for FY2025-26; 99.98% in favour.
• Declared final dividend for FY2025-26; 99.998% in favour.
• Reappointed Shri Abhijit Ghosh as Director (retiring by rotation).
• Fixed remuneration of Statutory Auditors for 2026-27; approved.
• All resolutions passed with requisite majority.

Special business – Governance appointments

• Appointed Aditya Shekhar Singh as Government Nominee Director; terms fixed.
• Appointed Adv. Dominic Tadar as Non-Executive Independent Director; terms fixed.
• Appointed CA Vivek Mittal as Non-Executive Independent Director; terms fixed.
• All governance appointments approved with strong majorities.

Overall financial performance

• Net Turnover for FY2025-26: Rs 2,78,459.58 Lakhs, up 8.03% YoY.
• PBT for FY2025-26 rose to Rs 33,086.61 Lakhs.
• Reserves and Surplus stood at Rs 1,38,448.31 Lakhs as of 31 March 2026.

SBU performance highlights

• G&L achieved 10% volume growth during FY2025-26.
• Travel & Vacations registrations on government portal up 25% in FY2025-26.
• Ticketing volumes rose 15% YoY in FY2025-26.

AGM Details

• Date and time: 21 September 2026, 11:30 a.m. IST.
• Mode: in-person AGM at Williamson Magor Hall, Kolkata.
• Concluded: 1:37 p.m. IST.

Resolutions proposed

• Ordinary: adopt Audited Financial Statements for FY ended 31 March 2026.
• Ordinary: declare final dividend for FY ended 31 March 2026.
• Ordinary: re-appoint Shri Abhijit Ghosh, retires by rotation.
• Ordinary: fix remuneration of Statutory Auditors for 2026-27.
• Ordinary: appoint Aditya Shekhar Singh as Government Nominee Director.
• Special: appoint Adv. Dominic Tadar as Non-Executive Independent Director.
• Special: appoint CA Vivek Mittal as Non-Executive Independent Director.

Voting and outcomes

• Voting: remote e-voting completed; results to be notified and published.

Dividend details

• Dividend: final dividend to be declared; per-share amount not disclosed.

Auditors

• Remuneration: fix remuneration of Statutory Auditors for 2026-27.

Board update: fines for Q2 2026

• Board took on record fines imposed by BSE/NSE for quarter ended 30 June 2026.
• Board noted non-compliance due to factors beyond control linked to Board composition under government direction.
• Board approved representations to stock exchanges seeking waiver of fines.
• Board confirmed contents of representations to the exchanges in meeting.
• Adjourned meeting resumed 12:15 PM and concluded 03:00 PM on 16 September 2026.

Internal Auditor Appointment

• Board approves appointment of KPMG Assurance and Consulting Services LLP as Internal Auditor for FY 2026-27 to 2028-29.
• Appointment is subject to yearly review.

Governance / Compliance

• Fines of ₹14,19,540 were imposed by NSE for quarter ended 30 June 2026.
• Violations cited: missing Independent Director, Woman Director, and insufficient non-executive directors.
• Company has requested waiver; no immediate financial or operational impact expected.
• Balmer Lawrie is a CPSE under the Ministry of Petroleum & Natural Gas; government may direct board.
• Communication dated 28 August 2026.

Financial performance

• Stand-alone revenue from operations: ₹269,927.45 Lakhs.
• PAT (Standalone): ₹24,567.69 Lakhs.

Dividends & capital returns

• Interim dividend ₹4.25 per share paid on 19 Mar 2026.
• Final dividend ₹4.25 per share proposed at 109th AGM.

Segment performance

• Travel & Vacations revenue ₹38,405 Lakhs.
• Industrial Packaging revenue ₹86,167 Lakhs.

Governance & controls

• Board expanded to eight directors as on 31 Mar 2026; Govt nominees and independents.
• Audit Committee: 3 Whole-time Directors; chaired by Saurav Dutta; 10 meetings.

Equity & internal controls

• Equity ratio (Consolidated): 60.65%.
• Auditors note material weakness in internal controls; qualified opinion.