The Board of JSW Dulux Limited (formerly Akzo Nobel India Limited) convened on March 23, 2026, to approve key governance changes. The Board appointed Mr. Kaustubh Sudhakar Kulkarni as a Non-Executive Non-Independent Additional Director, and Ms. Sutapa Banerjee as an Independent Additional Director (Woman Director) for a three-year term. Furthermore, the Board approved the JSW Dulux Limited – Employee Stock Option Scheme, 2026 (“ESOP 2026”), which covers 3,75,124 shares.
Key Decisions from the Board Meeting on March 23, 2026
The Board of Directors of JSW Dulux Limited (formerly Akzo Nobel India Limited) held a meeting on March 23, 2026, resulting in several significant resolutions concerning directorships and employee benefits. These resolutions are subject to subsequent shareholder approval via the Postal Ballot process.
New Director Appointments
The Board formally approved the appointment of two Additional Directors:
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Mr. Kaustubh Sudhakar Kulkarni (DIN: 08246083): Appointed as a Non-Executive Non-Independent Director, effective March 23, 2026. Mr. Kulkarni currently serves as the Group Head – Banking, M&A and Strategic Financing at JSW Steel Ltd., bringing 29 years of experience in debt capital markets and M&A.
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Ms. Sutapa Banerjee (DIN: 02844650): Appointed as an Independent Director (Woman Director), effective March 23, 2026. Her term is set for Three (3) years, concluding on March 22, 2029. Ms. Banerjee brings over three decades of professional experience in financial services and currently serves on the boards of several prominent entities.
Approval of ESOP Scheme 2026
The Board also approved the creation and implementation of the “JSW Dulux Limited – Employee Stock Option Scheme, 2026” (ESOP 2026). This scheme is intended for the grant of stock options to eligible employees of the Company, its Subsidiaries, and its Holding Company.
Key Details of the ESOP 2026
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Compliance: The scheme is in full compliance with the SEBI (SBEB) Regulations, 2021.
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Share Pool: A total of 3,75,124 (Three Lacs Seventy Five Thousand One Hundred & Twenty Four only) shares are covered under this scheme.
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Pricing: The Exercise Price per Option will be the Market Price of the Shares as on the Grant Date, provided it is not less than the face value of the Share (Rs. 10/-).
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Vesting Period: Options granted will vest between a minimum of 1 (One) year and a maximum of 5 (Five) years from the Grant Date.
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Exercise Period: Vested Options must be exercised within a maximum of 4 (Four) years from the Vesting date.
Shareholder Approval Required
The proposals for the appointments of both directors and the details of the ESOP 2026, including the grant of options to the subsidiary and holding companies, will be put forth for approval through a Postal Ballot process (remote e-voting only). This includes seeking approval for altering the Articles of Association to facilitate the scheme.
The Board meeting commenced at 4.00 pm and concluded at 5.00 pm on the date of the announcement.
Source: BSE
