Bayer CropScience AGM 2026: ₹150 Dividend, RPT Vote

AGM date, time, and meeting format

Bayer CropScience Limited has scheduled its 68th Annual General Meeting (AGM) for Wednesday, August 19, 2026, at 11:30 a.m. IST. The company said the AGM will be conducted through video conferencing (VC) and other audio-visual means (OAVM). The virtual format is being followed in compliance with general circulars issued by the Ministry of Corporate Affairs (MCA) and the Securities and Exchange Board of India (SEBI). The notice for the 68th AGM was attached as part of the company’s communication.

The AGM matters because it includes shareholder voting on dividend approval and other key statutory items. The company also indicated that shareholders will be able to cast votes remotely on the business items through an electronic voting system. This keeps participation open for investors who cannot attend in person, since the meeting is being held via VC/OAVM.

Board recommendation: final dividend of ₹60 per share

The Board of Directors, at its meeting held on May 26, 2026, recommended a final dividend of ₹60 per equity share for the financial year 2025-26. The company stated the final dividend is subject to shareholder approval at the forthcoming AGM. The equity shares referenced are ₹10 face value each.

Alongside the per-share payout, the company disclosed the aggregate amount linked to the final dividend proposal. The final dividend of ₹60 per share would amount to ₹2,697 million, subject to shareholder approval. (In a single base unit, this is ₹269.7 crore.)

Interim dividend already paid, total dividend for FY26

Bayer CropScience also disclosed that an interim dividend of ₹90 per share was paid on December 03, 2025. With the proposed final dividend of ₹60 per share, the total dividend for the financial year ended March 31, 2026 would be ₹150 per share. This combined figure is highlighted in the company’s AGM-related communication as an important agenda outcome for shareholders.

The AGM vote is the key step for the final dividend, because the interim dividend has already been paid while the final dividend remains subject to approval. Investors typically track dividend resolutions closely in such notices because they directly affect cash returns for the relevant financial year.

Other voting items: cost auditor remuneration

In addition to dividends, shareholders will vote on the ratification of remuneration for the company’s cost auditors. The notice states that the proposed cost auditor is M/s D. C. Dave & Co. The remuneration placed for shareholder consideration is ₹0.63 million for FY2026-27. (In the same base unit, this is ₹0.063 crore.)

Cost audit and related approvals are standard AGM business, but the disclosure is still material because it sets out the firm involved and the amount proposed for the next financial year.

Related-party transactions with Bayer AG on the agenda

A major agenda item highlighted in the communication is approval for material related party transactions (RPT) with Bayer AG, the ultimate holding company. The company indicated it will seek shareholder approval for a limit for such RPTs for FY2027-28.

The disclosures mention a proposed RPT limit of up to ₹3,500 crore with Bayer AG for FY2027-28. The context metrics also cite the actual RPT value for FY2025-26 at ₹1,598.2 crore. These figures set a reference point for shareholders assessing the scale of transactions with the parent group and the level of approvals being requested.

Promoter stake update mentioned in the context

The provided text also includes a separate promoter holding update involving Bayer AG. It states that Bayer AG acquired 53,54,030 equity shares at INR 4,122.30 per share, representing 11.91% of the paid-up capital. Following this acquisition, Bayer AG’s total stake increased to 20.34%.

The filing notes that voting rights are held exclusively through the shares and that no shares are encumbered. While this stake update is distinct from the AGM notice itself, it forms part of the broader set of disclosures included in the provided material.

How the AGM process enables shareholder participation

The company has stated that shareholders will have the opportunity to cast their votes remotely through an electronic voting system. For investors, this is a practical detail because it affects how and when votes can be submitted for dividend approval, the cost auditor fee ratification, and the RPT resolution.

With the AGM being conducted via VC/OAVM, the combination of virtual attendance and remote e-voting becomes central to shareholder participation. The notice references MCA and SEBI circulars as the compliance basis for this structure.

Key numbers at a glance (all absolute amounts in ₹ crore)

Market impact: what investors usually track in such notices

The AGM notice concentrates on shareholder decisions rather than operational results, but the numbers still matter for investors. The dividend resolution determines whether the proposed ₹60 per share final dividend is paid, completing the ₹150 per share total dividend for FY2025-26. For income-focused shareholders, the record of an interim payout followed by a final dividend proposal is a key signal of distribution for the year, but the final leg depends on voting.

The RPT resolution is another point investors monitor, because it sets an approved ceiling for transactions with Bayer AG. The presence of both a proposed limit (₹3,500 crore for FY2027-28) and a disclosed actual figure for FY2025-26 (₹1,598.2 crore) provides context on the historical scale versus the requested approval headroom.

Analysis: why the agenda items are material

Dividend approvals at AGMs are routine, but they remain binding decisions for final payouts. Here, the company has already paid an interim dividend of ₹90 per share, and the final dividend proposal of ₹60 per share would complete a ₹150 per share total for FY2025-26 if shareholders approve it. The disclosure of the aggregate final dividend amount (₹269.7 crore) also gives a sense of the cash outgo tied to the resolution.

The RPT item is material because it involves the ultimate holding company, Bayer AG, and a high proposed limit for FY2027-28. Shareholders will evaluate the request against the company’s disclosed RPT base of ₹1,598.2 crore for FY2025-26 and the company’s stated need for such transactions. The cost auditor remuneration item, while smaller in value, is a required governance approval that investors may still review as part of the full AGM agenda.

Conclusion

Bayer CropScience’s 68th AGM on August 19, 2026 will be held virtually via VC/OAVM, with remote e-voting available for shareholders. The headline items include approval of the ₹60 per share final dividend for FY2025-26, taking total dividend to ₹150 per share including the interim payout, and approval for a material RPT limit with Bayer AG for FY2027-28. Investors will watch the AGM outcomes for the final dividend resolution and the RPT approval, as both were specifically highlighted in the company’s disclosures.