Bombay Dyeing has issued a postal ballot notice seeking shareholder approval for the re-appointment of Mr. Rajnesh Datt as Manager. The proposed term spans two years, from February 4, 2027, to February 3, 2029.

The Board recommends the resolution following a review by the Nomination and Remuneration Committee. Shareholders will vote via remote e-voting through NSDL between September 10, 2026, and October 9, 2026. The Company Secretary, Sanjive Arora, confirmed that the Postal Ballot Notice along with the Explanatory Statement was sent electronically on September 8, 2026, to members registered as on September 4, 2026.

Remuneration Structure

Mr. Datt’s remuneration package includes a basic salary capped at ₹7,10,000 per month. Benefits, perquisites, and allowances are limited to ₹6,20,000 per month. The structure also covers reimbursement of medical and business expenses, along with potential performance-based bonuses.

The company notes that while it is currently profitable, profits calculated under Section 198 of the Companies Act, 2013, are deemed inadequate for paying managerial remuneration. Consequently, shareholder approval is required to pay remuneration exceeding statutory limits.

Financial Context

Revenue declined from ₹1,732.34 crore in FY25 to ₹1,595.06 crore in FY26. Net profit fell sharply from ₹489.83 crore to ₹26.66 crore over the same period.

What the Numbers Show

The divergence between reported profitability and statutory profit adequacy highlights the impact of regulatory accounting methods on managerial compensation limits. Despite generating ₹26.66 crore in net profit for FY26, the specific calculation methodology under Section 198 renders profits inadequate for standard remuneration caps, necessitating this special resolution.

Strategic Outlook

The company highlights its debt-free status as a foundation for growth. In real estate, MahaRERA registrations have been secured for the third phase of the THREE ICC project. The Polyester Staple Fibre (PSF) division is focusing on cost optimization amid volatile crude oil prices. The retail segment continues to emphasize high-margin products in bed and bath categories.

Bombay Dyeing received a demand-cum-show cause notice from GST authorities on August 21, 2026, quantifying a total liability of ₹4.84 crore. The notice relates to alleged violations concerning infrastructure charges and input tax credit reversals for the financial year 2020-21.

The notice was issued by the Assistant Commissioner of State Tax, Investigation-C, Mazgaon, Mumbai, under Section 74 of the CGST Act and MGST Act 2017. The company disclosed the receipt via Regulation 30 of the SEBI Listing Obligations and Disclosure Requirements Regulations.

Breakdown of Liability

The total demand raised in the notice stands at ₹4,84,19,772. This figure comprises three distinct components related to the sale of flats:

The company stated that it had already paid the base GST liability of ₹1,52,25,088 under protest. Consequently, the current notice pertains to the balance liability of ₹3,31,94,684, which covers the interest and penalty portions.

What the Numbers Show

The penalty amount equals the base GST demand exactly, indicating a 100% penalty rate applied to the disputed tax liability. Additionally, the interest accrued (₹1.79 crore) exceeds the principal tax demand (₹1.52 crore), suggesting significant time has elapsed since the original due date for the FY21 transactions. The company maintains that this matter has not impacted its operations or other activities and intends to file a reply within the permissible timeline.