Bajaj Electricals Limited has initiated a postal ballot process seeking shareholder approval for a significant increase in its employee stock option pool and revisions to executive remuneration. The proposals include expanding the Performance Stock Option Plan-2023 (PSOP-2023) pool to 2.60% of paid-up equity share capital and restructuring compensation for the Executive Chairman, MD & CEO, and Executive Director.

The company aims to increase the aggregate number of options under PSOP-2023 from 5,75,510 to 30,02,559. This expansion, representing an additional 24,27,049 options, is intended to support talent retention and attraction over the next three to four years. Concurrently, the board has proposed discontinuing the older ESOP 2015 scheme, making PSOP-2023 the sole operative employee stock option plan.

Executive remuneration revisions

The postal ballot also seeks approval for revised remuneration terms for key leadership figures, effective from various dates in 2026. These changes are partly necessitated by the implementation of new labour codes and aim to align incentives with long-term strategic objectives.

Mr. Shekhar Bajaj requested no increase in his existing remuneration, with changes limited to restructuring components for labour code compliance. Mr. Sanjay Sachdeva’s package includes a fixed salary of ₹5,17,27,500 annually, performance-linked incentives, and a retention bonus payable upon term completion. Mrs. Pooja Anant Bajaj’s revision recognizes her enhanced responsibilities in leading the company’s Corporate Social Responsibility (CSR) and Environmental, Social, and Governance (ESG) agenda.

Financial context and operational recovery

These governance actions occur against a backdrop of financial pressure in FY26. The company reported a standalone Loss Before Tax of ₹75.38 crore for FY26, compared to a profit in the previous year. Total income stood at ₹4,524.34 crore, while total expenses were ₹4,508.57 crore.

Revenue from operations declined 7.6% to ₹4,462 crore in FY26 from ₹4,828 crore in the prior year. The Consumer Products segment saw a 12.2% decline to ₹3,343 crore, driven by channel inventory normalization and weak summer demand. Conversely, the Lighting Solutions segment grew 9.5% to ₹1,120 crore. The loss was significantly impacted by exceptional charges of ₹91 crore, including impairment costs related to the Sambhajnagar facility and moulds, as well as new labour code implementations.

What the numbers show

A notable divergence exists between the top-line contraction and the liquidity position. Despite the 7.6% revenue decline and reported loss, the company generated operating cash flow of ₹619 crore in FY26 and ended the period with cash and cash equivalents of ₹222 crore. This suggests that the reported loss was largely non-cash or driven by one-time exceptional items rather than an operational cash burn, providing financial flexibility for the proposed growth investments and cost rationalization measures.

Voting on these resolutions will be conducted through remote e-voting, commencing on October 6, 2026, and concluding on November 4, 2026.

Bajaj Electricals won an appeal cancelling a ₹29.63 lakh GST demand, with a ₹2.69 lakh penalty also waived.

The favourable order was issued by the Office of the Commissioner (Appeals), Central Goods and Service Tax & Central Excise, Ranchi, Jharkhand, and received by the company on October 1, 2026. This decision overturns an earlier assessment order dated January 28, 2025, issued by the Deputy Commissioner, Ranchi South Division, which had imposed penalties and interest on account of alleged non-payment of interest on the reversal of GST Input Tax Credit (ITC) in Form GSTR-3B.

Details of the Demand and Relief

The original assessment order was issued under Section 74 of the Jharkhand State Goods and Services Tax Act, 2017, read with relevant sections of the CGST Act, 2017 and the IGST Act, 2017. The Appellate Authority annulled the assessment order entirely, waiving the penalty and redetermining the interest amount.

The company stated that the revised interest of ₹1.28 lakh has already been discharged during the appellate proceedings.

Impact on Operations

The financial impact of this order is limited solely to the relief granted and the interest amount paid as per the Appeal Order. There is no other impact on the operational, financial, or other activities of Bajaj Electricals resulting from this appeal outcome. The disclosure was made in compliance with Regulation 30 of the SEBI Listing Regulations.