Notice of Annual General Meeting to be held on 25th June, 2025 is attached.
BOSCH-HCIL · price
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The 40th AGM will be held on 25th June 2025 via video conferencing. Key business items include adoption of FY25 audited financials, declaration of a final dividend of INR 15 per equity share (150%) for FY ended 31st March 2025, and reappointment of Mr. Yoshikazu Ishihara as director retiring by rotation. Special business includes ratification of cost auditors' remuneration (INR 1.7 lakh), appointment of secretarial auditors (INR 1.5 lakh), and revision of Managing Director Mr. Sanjay Sudhakaran's remuneration up to INR 150 million per annum plus a one-time performance incentive of INR 12.5 million. Shareholders will also be asked to approve material related party transactions with Highly Electrical Appliances India Pvt. Ltd. for purchase of compressors, up to INR 450 Crores or 15% of turnover, for FY 2025-26 to 2027-28. The company returned to profitability in FY25 with PBT of Rs 822.5 million versus a loss of Rs 721.6 million in FY24, while revenue grew to Rs 27,564.6 million from Rs 19,187 million. Promoter Johnson Controls-Hitachi Air Conditioning holds 74.25% of the paid-up share capital.
The proposed final dividend of INR 15 per share rewards shareholders following a turnaround year with strong profit recovery. The substantial increase in MD remuneration and large ongoing related party transactions with the compressor supplier are items minority shareholders should review closely before voting.