Oriental Aromatics will hold its 54th Annual General Meeting (AGM) on Tuesday, August 18, 2026, at 11:00 a.m. (IST) through Video Conferencing (VC) or Other Audio Visual Means (OAVM). The meeting aims to transact ordinary business, including the adoption of standalone and consolidated financial statements for the financial year ended March 31, 2026 (FY26), and the declaration of a final dividend of ₹0.50 per equity share. This payout represents a 10% return on the face value of ₹5 per share, subject to shareholder approval and deduction of tax at source.

The Board of Directors recommended the dividend at its meeting held on May 20, 2026. If declared at the AGM, the dividend will be paid on or after Tuesday, August 25, 2026, to members whose names appear in the Register of Members as on Wednesday, August 5, 2026, the record date. Shareholders are advised to update their KYC details, including Permanent Account Number (PAN) and bank account information, with their Depository Participants or the Registrar and Share Transfer Agent (RTA) by the record date to ensure seamless electronic credit of dividends, as physical warrants have been discontinued.

Key Resolutions for Shareholder Approval

The AGM agenda includes several special business items requiring shareholder consent. Notably, shareholders will vote on the ratification of remuneration for M/s V. J. Talati & Co., appointed as Cost Auditors for the financial year ending March 31, 2027. The approved remuneration is ₹1,60,000 per annum, plus applicable taxes and reimbursement of out-of-pocket expenses. This appointment was made based on the recommendation of the Audit Committee, pursuant to Section 148 of the Companies Act, 2013.

Additionally, the meeting will seek approval for the re-appointment of Mr. Satish Kumar Ray as a Director, retiring by rotation. Mr. Ray, who has served since August 16, 2017, brings over 25 years of experience in commercial operations, supply chain, and regulatory compliance across the company’s manufacturing units. His re-appointment is critical for maintaining operational continuity in key facilities located in Ambernath, Bareilly, Vadodara, and Mahad.

New Independent Director Appointment

A significant addition to the Board is the proposed appointment of Mr. John Fitzgibbon Gloster as an Independent Director for a five-year term from May 20, 2026, to May 19, 2031. Mr. Gloster, currently the Head of Medical and Sports Science for the Rajasthan Royals IPL franchise, brings over 30 years of expertise in sports medicine, rehabilitation, and high-performance management. The Nomination and Remuneration Committee highlighted his relevance to the company’s focus on occupational health, workplace safety, and workforce well-being within its specialty aroma ingredients and chemical manufacturing operations. He will receive sitting fees as decided by the Board, within statutory limits.

E-Voting and Participation Guidelines

Shareholders can participate in the AGM and cast votes electronically through the National Securities Depository Limited (NSDL) e-voting platform. The remote e-voting period begins on Friday, August 14, 2026, at 09:00 a.m. (IST) and ends on Monday, August 17, 2026, at 05:00 p.m. (IST). The cut-off date for determining eligibility to vote is Tuesday, August 11, 2026. Institutional shareholders must submit scanned copies of relevant Board Resolutions or Power of Attorney authorizing their representatives to vote. Physical attendance is dispensed with under Ministry of Corporate Affairs circulars, and proxy facility is not available for this VC/OAVM-based meeting.

What the Numbers Show

The declaration of a 10% final dividend signals management’s confidence in cash flow generation during FY26, despite the absence of specific revenue or profit figures in this notice. The strategic appointment of an Independent Director with a background in health and safety underscores a growing emphasis on operational risk management and workforce sustainability in the chemical manufacturing sector. This aligns with broader industry trends where regulatory scrutiny on workplace safety and environmental compliance is intensifying, making specialized board oversight increasingly valuable for long-term operational resilience.

Oriental Aromatics Limited has established the tax deducted at source (TDS) framework for the final dividend of Rs 0.50 per equity share recommended for the financial year 2025-26. The Board of Directors approved the dividend, which amounts to 10% on the face value of Rs 5 each, subject to shareholder approval at the Annual General Meeting scheduled for August 18, 2026. The dividend will be paid to members whose names appear in the Register of Members or the list of Beneficial Owners as on the record date of August 5, 2026.

Pursuant to the Income Tax Act, 2025, dividend income is taxable in the hands of shareholders, necessitating TDS deduction at the time of payment. The applicable tax rate varies based on the shareholder's category and the validity of submitted documents. Oriental Aromatics has specified that resident shareholders with a valid Permanent Account Number (PAN) will face a 10% deduction under Section 393(1) of the Act, unless specific exemptions apply.

Resident Shareholder TDS Rates

The company outlined specific conditions for resident shareholders to avoid or reduce TDS. No tax will be deducted if the aggregate dividend income during the Tax Year 2026-27 does not exceed INR 10,000, provided it is not paid in cash. Additionally, shareholders may submit Form 121 or a certificate under Section 395(1) of the Act for NIL or lower deduction rates. Failure to provide a valid PAN will result in a higher TDS rate of 20% under Section 397(2) of the Act.

Non-Resident and Exempt Categories

Non-resident shareholders, excluding Foreign Institutional Investors (FIIs) and Foreign Portfolio Investors (FPIs), are subject to a 20% TDS rate plus surcharge and cess, unless a lower Double Taxation Avoidance Agreement (Treaty) rate applies. To claim treaty benefits, shareholders must submit a Tax Residency Certificate (TRC), Form 41, and a self-declaration confirming the absence of a Permanent Establishment in India. Certain entities, such as insurance companies, mutual funds, and provident funds, are exempt from TDS (0%) upon submission of self-declarations and valid registration certificates.

Shareholders must update or submit the required documents via the Registrar and Transfer Agent, MUFG Intime India Private Limited, on or before the record date of August 5, 2026. Documents received after this date will not be considered for TDS determination. The company clarified that it is not obligated to apply beneficial tax treaty rates if the documentation is incomplete or unsatisfactory. Shareholders can view the TDS credit in Form 168 through the e-filing portal.