On 7 October 2026, shareholders of Godrej Consumer Products approved Aasif Malbari as managing director and chief executive for five years from 12 August, with 99.32% of votes cast in favour. His terms set fixed pay of ₹7 crore to ₹14 crore a year and a target for performance-linked variable pay, the annual bonus the company calls PLVR, of ₹6 crore to ₹12 crore a year, with the actual payout “capped at 3x of target“. The notice says the starting point of these ranges sits “below the market median, while the maximum allows for competitiveness beyond market median over the course of the contract period, if supported by performance.”
Two months earlier, on 7 August, the annual general meeting had approved Sudhir Sitapati‘s reappointment to 2031. His fixed pay range was ₹8.7 crore to ₹16.3 crore a year, and his PLVR was to be “according to the applicable scheme of the Company or as may be decided by the Board of Directors”, with no figure attached. Both sets of terms limit total pay to the ceilings in Section 197 of the Companies Act, and neither puts a figure on long-term incentives or stock grants.
Sitapati resigned by email on 10 August, effective the next day, and the company’s filing records that the reappointment resolution “stands ineffective and shall not be acted upon.” Our account of that week sets out the sequence.
What Sitapati was paid in his last full year
The annual report gives Sitapati’s pay for 2025-26 as ₹31.54 crore: ₹6.97 crore in salary, allowances and other benefits, ₹4.29 crore in PLVR, ₹0.31 crore in provident fund contribution and ₹19.97 crore as the monetary value of perquisites. The note under the table says the PLVR shown was paid in 2025-26 for 2024-25, and that the PLVR for 2025-26 will be paid in 2026-27 and disclosed in that year’s report.
The Board’s Report records his pay as 10.19% lower than the year before, and as 446.67 times the median employee’s. The median employee was paid ₹7.06 lakh, a figure that rose 15.7% over the year.
Stock options
During the year, the annual report records, the company granted Sitapati 24,362 stock options, and 1,71,149 equity shares were allotted to him on the vesting and exercise of stock options under its Employee Stock Grant Scheme, 2011. The Board’s Report describes stock options as a sizeable portion of the chief executive’s total compensation.
The annual return for the same year, Form MGT-7, signed on 6 October, uses a separate column for stock options. It gives the same total, ₹31,53,52,135, with ₹19,19,94,600 under “Stock Option/Sweat equity”, ₹6,92,34,034 under gross salary and ₹5,41,23,501 under “Others”.
Malbari’s starting point
Malbari spent the year as chief financial officer. The postal ballot notice gives his last drawn pay as “Rs. 11.03 crore as Chief Financial Officer”, and the Board’s Report records it as 4.47% lower than the year before. In the annual return, ₹3,83,13,843 of his ₹11,02,99,316 sits under stock options.
Sources
- Godrej Consumer Products, Report on Corporate Governance 2025-26, remuneration to directors and notes
- Godrej Consumer Products, Board’s Report 2025-26, ratio of remuneration to median and percentage change, and CEO compensation note
- Godrej Consumer Products, Form MGT-7 annual return for 2025-26, section X, remuneration of directors and key managerial personnel
- Godrej Consumer Products, Notice of the 26th Annual General Meeting, reappointment of Sudhir Sitapati
- Godrej Consumer Products, outcome of board meeting, 11 August 2026
- Godrej Consumer Products, Notice of Postal Ballot, 11 August 2026, appointment of Aasif Malbari
- Godrej Consumer Products, scrutiniser’s report and voting result, 7 October 2026
