Colombo, Sri Lanka – 11 September 2026 – Maharaja Foods PLC (Company Registration No. PQ00296080) has issued a circular to its shareholders announcing an Extraordinary General Meeting (EGM) scheduled for 25th September 2026. The EGM aims to seek shareholder approval for a significant financial move: a proposed Final Scrip Dividend for the financial year ended 31st March 2026, alongside an amendment to the Company’s Articles of Association.
This strategic decision by the Board of Directors signals a commitment to returning value to shareholders while strengthening the company’s equity base. Shareholders are advised to consult their stockbrokers or professional advisors for any doubts regarding the proposed actions.
Key Details of the Proposed Final Scrip Dividend
The Board of Directors of Maharaja Foods PLC recommended on 28th August 2026 a Final Dividend of Rs. 0.10 per ordinary voting share. Importantly, this dividend will be satisfied by way of a scrip dividend, meaning new shares will be issued instead of a cash payout, funded from the Company’s Retained Earnings. This is in accordance with Article 109(1) of the Company’s Articles of Association and the Companies Act No. 07 of 2007.
The principal terms of the proposed Scrip Dividend are as follows:
- Financial Year: Ended 31st March 2026
- Type of Dividend: Final Scrip Dividend
- Gross Dividend per Ordinary Share: Rs. 0.10 (Ten Cents)
- Applicable Withholding Tax (WHT): 15% applicable to the Company
- Net Dividend per Ordinary Share: Rs. 0.085 per Ordinary Voting Share
- Consideration for New Share Issue: Rs. 16.00 per Share (matching the closing share price as at 25th August 2026)
- Value of Reserves to be Capitalized: Rs. 11,687,500.00
- Number of New Ordinary Voting Shares to be Issued: 730,468
- Relevant Proportion of Shares: 1 new Ordinary Voting Share for every 188.2354873861 existing Ordinary Voting Shares held.
The Board is of the opinion that the consideration for which the new Ordinary Shares are proposed to be issued is fair and reasonable to the Company and all its existing shareholders.
Extraordinary General Meeting (EGM) Details
The proposed scrip dividend requires approval by an Ordinary Resolution of shareholders at the Extraordinary General Meeting. This EGM is scheduled to be held on Friday, 25th September 2026, immediately after the conclusion of the Annual General Meeting (AGM).
The key agenda item for shareholders at the EGM will be “The declaration of a final dividend of Rs. 0.10 per share for the year ended 31st March 2026.”
Crucial Dates for Shareholders
Shareholders whose names appear in the Share Register of the Company as at the Record Date, 29th September 2026, will be entitled to participate in the proposed Scrip Dividend, subject to shareholder approval and regulatory compliance. The Company has announced the relevant XD Date as 28th September 2026.
The Share Register will not be closed for this purpose. New shares issued under the scrip dividend will be uploaded directly to shareholders’ Central Depository Systems (Pvt) Ltd. (CDS) accounts within five market days from and excluding the Record Date.
Fractional Entitlements and Solvency
Given the entitlement ratio, fractional shares may arise. All fractional entitlements will be disregarded, and only whole shares will be allotted. The aggregate of these disregarded fractional entitlements will be sold in the market by a Board-appointed Trustee, with net proceeds distributed in cash to entitled shareholders within 30 days of the sale.
The Board of Directors has diligently carried out the Solvency Test, as mandated by Section 57 of the Companies Act No. 07 of 2007, and has confirmed that Maharaja Foods PLC meets the applicable solvency requirements for the proposed distribution.
Approvals and Ranking of New Shares
The proposed Final Scrip Dividend is contingent upon:
- Approval by Company shareholders via an Ordinary Resolution at the forthcoming EGM.
- Approval in principle by the Colombo Stock Exchange (CSE) for the issue and listing of the new Ordinary Shares.
- Compliance with all applicable statutory and regulatory requirements.
The new Ordinary Voting Shares to be issued will rank pari passu in all respects with existing Ordinary Voting Shares of the Company, except for any rights or dividends where the record date precedes the allotment date of the new shares.
The Board of Directors strongly recommends that shareholders approve the proposed Final Scrip Dividend at the upcoming Extraordinary General Meeting.
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