Procter & Gamble Hygiene and Health Care Ltd

Meeting Details

• Date: November 12, 2026; time and venue not disclosed.

Key Agenda Items

• Consider unaudited quarterly and half-year results for the period ended Sep 30, 2026.

Other Notes

Procter & Gamble Hygiene and Health Care Limited – Trading Window closure from October 1, 2026 until 48 hours after publication of unaudited results for quarter and half year ended September 30, 2026

Appointment details

• Ms. Flavia Machado appointed Company Secretary and Compliance Officer, effective September 29, 2026.
• Profile: Commerce and Law graduate; ACS 38986; over 14 years in legal, secretarial, governance.
• Current role: CS of Gillette India Limited through September 28, 2026.
• No relationships with directors or promoters disclosed.
• Reason: Board appointment to CS and Compliance Officer role.

Update summary

• SEBI circular HO/38/13/11(2)2026 extends the special window for re-lodgement.
• Deadline extended to February 4, 2027 for re-lodgement of eligible transfers.
• Applies to transfer deeds lodged before April 1, 2019 and rejected or returned.
• Shareholders may submit documents to MUFG Intime India Pvt. Ltd. or the Company.
• RTA contact: MUFG Intime India Pvt. Ltd., Mumbai; email investor.helpdesk@in.mpms.mufg.com.
• Newspaper notice published in Business Standard and Mumbai Lakshdeep dated Sep 16, 2026.
• No material financial impact disclosed in the update.
• Company urges shareholders to utilize the window with requisite documents.
• SEBI circular date Jan 30, 2026 noted in the filing.

Director appointment approved

• Ms. Srividya Srinivasan appointed as Whole-time Director for five years, effective July 1, 2026, subject to approval.
• Shareholders approved the appointment at the 62nd AGM on Sep 8, 2026.

AGM Details

• AGM held September 8, 2026 at 11:00 a.m. through VC/OAVM.
• Record date: 01 Sep 2026.
• Meeting duration 11:00 a.m.–1:06 p.m.

Key Resolutions

• Resolution 1 (Ordinary): Adopt audited balance sheet, P&L, and reports for FY ended 31 March 2026.
• Resolution 2 (Ordinary): Confirm interim dividend and declare final dividend for FY 2025-26.
• Resolution 3 (Ordinary): Re-appoint Pramod Agarwal, retiring by rotation.
• Resolution 4 (Ordinary): Appoint Srividya Srinivasan as Whole-time Director.
• Resolution 5 (Ordinary): Ratify remuneration to Cost Auditor for FY 2026-27.
• Resolution 6 (Ordinary): Approve material related party transaction for purchase of goods.

Voting Results

• Resolution 1: Passed.
• Resolution 2: Passed.
• Resolution 3: Passed.
• Resolution 4: Passed.
• Resolution 5: Passed.
• Resolution 6: Passed; related parties did not vote.

Dividend

• Final dividend declared for FY 2025-26; per-share amount not disclosed.

Directors Changes

• Pramod Agarwal re-appointed as Director, retiring by rotation.
• Srividya Srinivasan appointed as Whole-time Director.

Auditors / Remuneration

• Cost Auditor remuneration for FY 2026-27 approved.

Material Related Party Transactions

• Approval of material related party transaction for purchase of goods.

AGM details

• Date/time/mode: Sep 8, 2026, 11:00 a.m., VC/OAVM.
• Quorum present; meeting commenced at 11:00 a.m.
• Remote e-voting from Sep 4, 2026 9:00 a.m. to Sep 7, 2026 5:00 p.m.; 30 minutes after.
• Scrutinizer: Kamalax G. Saraf.

Resolutions proposed

• Ordinary: Adopt financial statements for FY ended Mar 31, 2026 with auditors' and directors' reports.
• Ordinary: Confirm interim dividend and declare final dividend for FY ended Mar 31, 2026.
• Ordinary: Re-appoint Pramod Agarwal, Non-Executive Director, retiring by rotation.
• Special: Appoint Srividya Srinivasan as Whole-time Director, liable to retire by rotation.
• Ordinary: Ratify remuneration to Cost Auditor for FY 2026-27.
• Ordinary: Approve material related party transaction for purchase of goods.

Voting results

• Voting results to be announced within two working days after meeting.

Dividend

• Dividend: Interim payment confirmed and final dividend to be declared for FY 2025-26; exact amount not disclosed.

Directors

• Srividya Srinivasan appointed as Whole-time Director; tenure unspecified, retirement by rotation.
• Pramod Agarwal re-appointed as Non-Executive Director; retiring by rotation.

Auditors

• Cost Auditor remuneration for FY 2026-27 ratified.

Related party transactions

• Material RPT for purchase of goods approved; counterparty and value not disclosed in this filing.

Overview

• Standalone BRSR for FY2025-26 disclosures.
• Manufacture and sale of branded FMCG; healthcare products and sanitary napkins comprise 100% turnover.
• Goa plant; 24 locations nationwide.
• Exports 3.19% of turnover; pan-India presence across 28 states and 8 UTs; 14 countries.
• Assurance: reasonable assurance by Kalyaniwalla & Mistry LLP.

Key ESG Risks & Opportunities

• Plastic packaging waste risk; plan to design recyclable/reusable packaging and meet EPR obligations.
• Diversity and Inclusion treated as opportunity; integrated Equality & Inclusion efforts.
• Community impact via P&G Shiksha CSR; scalable, aligned with National Education Policy.

Governance & Policy Highlights

• WBCM adopted as BR policy; Board approval noted in 2017.
• MD oversees BR policy implementation; no dedicated sustainability committee.
• Anti-bribery policy in place; regular trainings; WBCM link referenced.
• Vigil Mechanism reviewed quarterly by Audit Committee.
• No material fines or penalties in FY2025-26.
• Assurance: reasonable assurance by Kalyaniwalla & Mistry LLP.

Social Responsibility & Workforce

• Permanent staff 241; total workers 471; female representation 36% and 4% respectively.
• Turnover: permanent 8.8%; workers 2.7%.
• LTIFR: employee 0; worker 0.72; one worker injury.
• 100% of employees/workers have health insurance coverage.
• Wages: females 27% of total wages.
• Training: 100% coverage for HS&E and anti-bribery training.
• WBCM certifications obtained annually for managers.
• Return-to-work/retention on parental leave: 100% for both groups.
• Grievance mechanism: 24x7 Worldwide Business Conduct Helpline.
• Board female representation 22.22%; KMP female 33.33%.

Environmental Performance

• Energy: non-renewables electricity 50,333.83 GJ; fuel 1,858.42 GJ; total 52,192.25 GJ.
• Energy intensity: 0.12 GJ per lakh turnover; PPP-adjusted 2.39.
• Scope 1: 161.91 tCO2e; Scope 2: 10,010.84 tCO2e; total 10,172.75 tCO2e.
• Market-based Scope 2 emissions NIL due to RECs.
• Waste: plastic 1,971.53 MT; total waste 3,096.01 MT; 3,167.97 MT recycled.
• Goa plant zero landfill manufacturing waste.
• Circular water: 5,659 KL via condensate recovery and ETP recycle.
• Water withdrawal 16,520 KL; consumption 7,965 KL; intensity 0.04 KL per lakh turnover.
• Water intensity PPP: 0.78 KL/USD lakh; PPP-adjusted.
• Certifications: Goa plant ISO 9001:2015; ISO 13485:2016; BIS IS 5405:2019.
• External assurance: Kalyaniwalla & Mistry LLP for FY2025-26.

Stakeholder Engagement & Complaints

• Key stakeholder groups: employees, investors, consumers, customers, suppliers, government/regulators, community.
• Engagement channels: in-person/virtual, email; frequency: ongoing/annual.
• Communities: Nil complaints; Employees: 4 filed, 1 pending.
• Customers: 1 filed, 1 pending.
• Value chain partners: 11 filed, 1 pending.
• Shareholders: 12 complaints filed; none pending.
• Investors: Nil complaints; engagements via AGM, updates, and ballots.

Other Notable Metrics

• Inputs from MSMEs: 9% direct; 86% sourced within India.
• Sales concentration: 91.4% to dealers; top 10 dealers 59.5% of dealer sales.
• RPTs: purchases from related parties 45%; sales to related parties 3%.
• 100% of product turnover discloses environmental and social parameter information.
• Product recalls: none; consumer complaints: 1229; advertising complaints: 5; data privacy breaches: none.
• Data/privacy/cybersecurity framework in place; privacy policy available; no breaches.

agm details

• 62nd AGM on Sep 8, 2026; via video conference; registered office deemed venue.
• Record date Sep 1, 2026; remote e-voting Sep 4–7, 2026.
• Final dividend proposed ₹60 per share; payable by Oct 6, 2026, subject to approval.
• Notice and annual report circulated electronically; hard copy on request.

resolutions (to be put to vote)

• Adopt Audited financial statements and directors' and auditors' reports (ordinary).
• Interim dividend paid; declare final dividend for the year (ordinary).
• Re-appoint Pramod Agarwal as Non-Executive Director (retires by rotation).
• Appoint Srividya Srinivasan as Whole-time Director for five years with up to ₹5 crore salary and LTIP.
• Ratify remuneration to Cost Auditor for 2026-27: ₹10 lakhs plus out-of-pocket expenses.
• Approve material related party transaction with GDOPL for contract manufacturing up to ₹1000 crore annually for five years.

dividend status

• Interim dividend of ₹195 per share (₹25 one-time) paid 26 Feb 2026.
• Total dividend for the year ₹255 per share (interim + final).
• Final dividend proposed ₹60 per share; subject to AGM approval.

director changes / appointments

• Srividya Srinivasan appointed as Whole-time Director and CFO from 1 July 2026.
• Gaurav Bhartia ceased CFO; Srinivasan appointed CFO from 1 July 2026.
• Ghanashyam Hegde ceased Executive Director and Company Secretary; redesignated as Non-Executive Director from 1 July 2026.
• Pramod Agarwal to retire by rotation; eligible for re-appointment.

auditors

• Statutory Auditor: M/s Kalyaniwalla & Mistry LLP; five-year term to end at 63rd AGM.
• Cost Auditor: Ashwin Solanki & Associates; remuneration ₹10 lakhs for 2026-27.
• Internal Auditor: Pooja Bhutra appointed for 2025-26.
• Statutory audit fees: ₹170 lakhs for FY 2025-26.

material related party transactions

• Related party: GDOPL; contract manufacturing transition to contract manufacturing.
• RPT with GDOPL up to ₹1000 crore annually for five years.
• FY2025-26 RPT with GDOPL totaled ₹216.67 crores.