Bayer CropScience Ltd

AGM Details

• AGM date and mode: August 19, 2026, conducted via Video Conferencing/OAVM.
• Record date for entitlement: August 12, 2026.
• Shareholders on record: 61,683.
• Attendees: Promoter group 5, Public 62 via VC/OAVM.
• Remote e-Voting window: Aug 16–18, 2026; e-Voting during AGM.

Key Resolutions and Outcomes

• Item 1: Adoption of Audited Financial Statements; passed with 99.9909% in favour.
• Item 2: Interim ₹90 and Final ₹60 dividend; passed with 99.9912%.
• Item 3: Re-appointment of Jana Ackermann; passed with 99.1737%.
• Item 4: Approval of material RPT with Bayer AG; passed with 99.9211%.
• Item 5: Ratification of remuneration to D. C. Dave & Co.; passed with 99.9890%.

Dividend

• Dividend declared: Interim ₹90 and Final ₹60 per equity share.

Director Changes

• Director changes: Jana Ackermann re-appointed after retirement by rotation.

Auditor Appointments and Fees

• Cost Auditor remuneration ratified for year ending 31 March 2027.

Material Related Party Transactions

• Counterparty: Bayer AG; nature: material related party transactions; value not disclosed.

AGM Details and Resolutions

• AGM held on 19 August 2026 via VC/OAVM from 11:30 to 13:00 IST.
• Adoption of Audited Financial Statements for year ended 31 March 2026 approved.
• Dividend: Interim ₹90 and Final ₹60 per share approved.
• Director re-appointment: Jana Marlen Ackermann re-appointed (retiring by rotation).
• Special: Material Related Party Transactions with Bayer AG approved.
• Special: Remuneration payable to Cost Auditors for FY 2027 ratified.
• All resolutions passed by requisite majority.

Financial highlights

• Revenue from operations for Q1 FY2026-27: ₹18,350 million, down 4% YoY.
• Profit before tax rose 20% YoY to ₹4,021 million.
• Profit after tax up 15% YoY.

Divestment income

• ₹639 million income from divestment of marketing rights for formulated products.

Management commentary and outlook

• Weather variability and El Niño considerations shape the operating environment.
• Corn seeds momentum sustained despite acreage decline due to strong hybrids and customer engagement.
• Company remains focused on proactive channel management, portfolio-led innovation, and value creation for farmers.

Operational notes

• Unaudited Q1 FY2026-27 results.
• Gross margins improved due to favorable pricing and stronger product mix.
• Higher other operating expenses year-on-year.

Chairman term completion and cessation

• Pankaj Ramanbhai Patel's second term as Chairman and Independent Director ends Sept 11, 2026.
• He will cease as Chairman and from Audit, CSR/ESG, and SRL Committees on Sept 11, 2026.
• Board expresses appreciation for Patel's leadership and tenure.

Appointment of Ravi Kirpalani as Independent Director and future Chairman

• Ravi Moti Kirpalani appointed Additional Independent Director for five years, Sept 1, 2026 to Aug 31, 2031.
• Appointment is subject to approval of shareholders.
• He will also be Chairman of the Board from Sept 12, 2026.
• Profile: former MD/CEO with 40+ years' leadership, strategy, governance experience.
• Past roles include MD/CEO Thyssenkrupp India (2016–2021) and MD Castrol India (2009–2016).
• Not related to any director; not debarred by SEBI or statutory authorities.

Financial results

• Unaudited standalone financial results for quarter ended 30 June 2026 approved by the Board.
• Limited Review Report by Deloitte attached; no material misstatement reported.
• Results are standalone; no subsidiary or consolidation required under SEBI regulations.
• Quarterly revenue of 18,350 million; profit after tax of 3,216 million for quarter ended 30 June 2026.
• Gain on divestment of marketing rights for formulated products included in Other Income.

Governance and regulatory disclosures

• Audit Committee reviewed and Board approved the results on 5 August 2026.
• Company complies with Ind AS 34; no consolidated financials required due to absence of subsidiaries.
• Regulatory disclosures align with SEBI Listing Regulations; standalone results disclosed.

Financial results

• Revenue from operations: 18,350 million for quarter ended 30 Jun 2026.
• Total income: 19,239 million; QoQ growth vs 11,474 million in prior quarter.
• Expenses: 15,218 million; materials consumed 10,427; changes in inventories -743.
• Profit before tax: 4,021 million; tax expense 805; profit after tax 3,216.
• EPS (basic and diluted, quarterly): 62.01.
• Board approved unaudited results; meeting on Aug 5, 2026.
• Single segment Agri Care; no subsidiary; limited review by Deloitte.
• Other income includes gain on divestment of marketing rights for formulated products: 639 million.

Meeting Details

• Board meeting scheduled for August 5, 2026, through physical/AV means.

Key Agenda Items

• Unaudited financial results for the quarter ended June 30, 2026 to be laid on record.

Other Notes

• Trading window closed for designated persons under the Insider Trading Policy.