gp petroleums announced that Mrs. Stuti Kacker ceased to be an Independent Director of the company with effect from the close of business hours on August 04, 2026. Her departure follows the completion of her second and final term in the role, marking the natural end of her tenure rather than a resignation or removal.

The Board of Directors and Management of the company placed on record its deep appreciation for the invaluable contributions, guidance, and services rendered by Mrs. Stuti Kacker during her time as an Independent Director. This change in board composition is a routine corporate governance event resulting from statutory term limits for independent directors.

The disclosure was made pursuant to Regulation 30 read with Schedule III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company submitted the requisite details to both the Bombay Stock Exchange and the National Stock Exchange of India Ltd.

Regulatory Disclosures

The filing included specific disclosures required under Para A of Part A of Schedule III of the SEBI (LODR) Regulations 2015. These disclosures were made in compliance with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023, and SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024.

The information regarding the cessation is also available on the company’s website at www.gppetroleums.co.in . Kanika Sehgal Sadana, Company Secretary and Compliance Officer, signed the communication to the exchanges.

gp petroleums has scheduled its 43rd Annual General Meeting (AGM) for Wednesday, August 26, 2026, at 11:30 a.m. IST, to be held via video conferencing or other audio-visual means. The primary objective of the meeting is to seek shareholder approval for a final dividend of ₹0.50 per equity share of face value ₹5 each for the financial year ended March 31, 2026, marking a return to dividend distribution after nil payouts in the previous year. The record date for determining dividend entitlement is fixed at August 19, 2026.

The Board of Directors also seeks approval for several governance-related resolutions, including the re-appointment of Arjun Verma as a director upon retirement by rotation and the ratification of remuneration for cost auditor Dilip M. Bathija for FY 2026-27. Additionally, shareholders will vote on the appointment of four new directors: Dilip U. Vaswani and Harshavardhan Sinha as Non-Executive Non-Independent Directors, and Sukumaran Jeyakrishnan and Sandra Martyres as Non-Executive Independent Directors.

Key Financial Highlights

The company reported a steady financial performance for FY 2025-26, with revenue from operations rising 5.4% to ₹64,261.09 lakh compared to ₹60,984.41 lakh in the prior year. Profit after tax (PAT) remained stable at ₹2,647.49 lakh, slightly up from ₹2,632.42 lakh in FY 2024-25. This stability was achieved despite a one-time exceptional charge of ₹326.33 lakh related to the implementation of new labour codes.

Board Appointments and Changes

The AGM agenda includes significant changes to the Board composition. Dilip U. Vaswani, formerly a Senior Advisor, is being appointed as a Non-Executive Non-Independent Director, leveraging his extensive experience with the Total Group. Harshavardhan Sinha, a director and significant beneficial owner of Incubit Energy (Singapore) Pte. Ltd., which holds a 13.89% stake in GP Petroleums, is also joining as a Non-Executive Non-Independent Director.

Two independent directors are being appointed for their first term of two years. Sukumaran Jeyakrishnan, with over 37 years of experience in the oil and gas industry including leadership roles at HPCL, joins as an Independent Director effective May 27, 2026. Sandra Martyres, a career banker with over 25 years of experience including roles at Société Générale, joins as an Independent Director effective July 24, 2026. Both appointments require special resolution approvals due to regulatory requirements regarding age limits and independence criteria.

Shareholder Information

Shareholders holding shares as of the record date, August 19, 2026, are eligible to participate in the AGM and vote on the resolutions. Remote e-voting facilities will be provided by National Securities Depository Limited (NSDL), with the voting period commencing on August 23, 2026, and ending on August 25, 2026. The company has emphasized that tax at source (TDS) will be deducted on dividends as per the Income-tax Act, 2025, and shareholders are advised to update their KYC and PAN details with their depository participants or the Registrar and Transfer Agent (MUFG Intime India Private Limited) to ensure timely receipt of dividends.