AJC Jewel Manufacturers Ltd

AGM updates and strategy

• Listed on BSE SME platform, marking a milestone in growth.
• Upgraded machinery and expanded manufacturing capacity to support growth.
• Onboarded more corporate customers and retailers; built R&D and design teams.
• Incorporated Esthara Jewels for direct-to-consumer business and started silver jewellery production.
• Launched 9K jewellery at AIC; CNC machines installed; trial production initiated.
• Plan to expand into more Indian states; increase capacity utilization gradually.
• Proposed acquisition of Sharjah company subject to shareholder approval and remaining formalities; completion anticipated.
• Sharjah location offers GCC market access and greater control over operations.
• Esthara stores: three operational, two under fit-out, four more planned this year; FOCO/FOFO franchise models.
• Focus on quality, reliable delivery, prudent capital use, and strong stakeholder relationships.

AGM Details

• AGM held on 29-09-2026 at 02:00 PM IST via VC/OAVM.
• Cut-off date for voting: 18 September 2026.
• Remote e-voting from 26-09-2026 09:00 to 28-09-2026 17:00.
• AGM concluded at 02:15 PM.
• Scrutinizer appointed: KP Satheesan, FCS 4173.

Key Resolutions

• Adoption of standalone and consolidated financials with board report and auditor's report — Ordinary.
• Re-appoint Fathima Jasna Kottekkattu as Director on rotation — Ordinary.
• Increase remuneration of Managing Director Ashraf Perinkadakkad — Special.
• Increase remuneration of Whole-Time Director Mohamed Ali Cherupambil — Special.
• Increase remuneration of Executive Director Fathima Jasna Kottekkattu — Special.
• Acquire 80% stake in AJC Jewel Manufacturers FZE via preferential issue of equity shares.

Voting Results

• All resolutions passed with requisite majority.

Dividend

• No dividend declared or proposed.

Director Changes

• Re-appointment of Fathima Jasna Kottekkattu on rotation.

Auditor Appointments

• No new statutory/secretarial/cost auditor appointments disclosed.

Material Related Party Transactions

• No material related party transactions disclosed.

AJC Jewel Manufacturers Ltd Trading window closed from 1 October 2026 until 48 hours after the Board Meeting to approve unaudited standalone and consolidated results for the quarter and half year ended 30 September 2026

Financial Performance

• Q1 FY27 consolidated revenue: 101.38 crore; YoY 45.12 crore in Q1 FY26; +124.69%
• EBITDA: 4.64 crore; margin 4.58% (vs 1.58 crore; 3.50% prior)
• PAT: 2.38 crore; margin 2.35% (vs 0.57 crore; 1.26% prior)
• EPS: ₹3.94; vs ₹1.26 in Q1 FY26

Operations & Capacity

• Acquisition: 80% stake in AJC Jewel Manufacturers FZC, UAE; up to ₹9.6 crore; non-cash swap; approvals pending
• UAE revenue: CY2025 ₹127.95 crore; Jan-Jun 2026 ₹72.46 crore
• India capacity: core gold 5 kg/day; silver 8 kg/day
• Sharjah capacity: 3 kg/day
• Utilization: India 25% (≈1.2 kg/day); Sharjah 0.8 kg/day
• Esthara stores: 3 in Kerala; 2 more under fit-out; expansion planned; Gen Z focus

Domestic & International Growth

• Esthara: three Kerala stores; expansion to other regions; integrated design and e-commerce focus
• Marketing: expanding reach to other Indian regions; international orders from Sharjah entity
• Onboarded 12 independent jewelers in quarter; top 10 customers ≈50% of revenue; rest from ≈200

Q&A Highlights

• Margins: management indicated ongoing margin improvement; no fixed target disclosed
• Guidance: 50% revenue growth guide for next 3 years; based on volume growth; price effects if gold rises
• Sharjah close timing: 3–6 months post-approval for UAE deal
• Working capital: receivables rising due to new corporate clients; plan to reduce via internal accruals, debt, or equity
• Esthara economics: capex ₹4,000 per sq ft; current store ₹15 lakh per month; Opex ₹5–6 lakh per store

Guidance & Outlook

• FY27 standalone India revenue target: ₹450 crore; 50% CAGR over next 3 years; updates later
• Q1 PAT margin: 2.5% for the quarter
• Sharjah contribution: CY2025 ₹127.95 crore; H1 FY26 ₹72.46 crore; consolidation post-H1
• Hedging: gold price fluctuations hedged via suppliers and MCX
• Funding for higher utilization: internally generated cash, debt, or equity over time

AGM details

• 8th AGM on 29 Sep 2026 at 02:00 PM IST via VC/OAVM.
• Revised notice issued; AGM to approve standalone and consolidated financial statements.
• Retirement by rotation: Fathima Jasna Kottekattu eligible for reappointment.

Remuneration revisions

• Remuneration revisions for MD, WTD, and ED: MD ₹7,00,000; WTD ₹1,25,000; ED ₹2,00,000.
• Perquisites include Provident Fund, Gratuity, and encashment of leave.

Share swap / preferential issue

• Preferential issue of up to 5,67,492 shares at ₹169.85 to Afzal Rahman Perinkadakkad.
• Aggregate value up to ₹9.64 crore for 80% AJC UAE stake via swap.
• Post-issue promoter holding to 60.06%; floor price ₹169.70; issue price ₹169.85.

AGM corrigendum: preferential issue price update

• Corrigendum to AGM notice issued to modify Special Resolution No.6 on preferential issue.
• Issue price revised to INR 169.85 per share (premium 159.85).
• Aggregate amount up to INR 9.64 crore; balance over swap to be paid in cash.
• Minimum issue price calculations align with SEBI ICDR; price fixed at INR 169.85.
• Pricing based on Alphavalue valuation report; Board approved issuance at INR 169.85.
• AGM date unchanged: Sept 29, 2026, 2:00 PM IST via VC/OAVM.
• Clarifications from BSE dated Sept 8, 2026 relate to in-principle approval for preferential issue.

Meeting Details

• Revised earnings call audio for quarter ended June 30, 2026; 5-second segment removed.
• Submission to BSE dated 10.09.2026.
• Purpose: discuss unaudited results for the quarter ended June 30, 2026.
• Updated recording will be on record; link provided in filing (no URL).

Meeting Details

• Event: Earnings Conference Call; Date: September 10, 2026; Time: not disclosed; format: group audio recording.

Participants

• Key company participant: Company Secretary and Compliance Officer.

Purpose

• Discuss unaudited quarterly results for quarter ended June 30, 2026.

Additional Notes

• Recording available on the company website.

AGM Notice

• Draft Notice of the 8th AGM approved for Sep 29, 2026 via VC/OAVM.

Acquisition of AJC UAE subsidiary

• Acquisition of 80% stake in AJC UAE for up to INR 9,59,96,946.72.
• Preferential issue up to 5,67,492 equity shares at INR 169.16 each.
• Share-swap basis; transferor promoter group; subject to approvals.
• Transferor: Afzal Rahman Perinkadakkad, promoter group.
• Completion targeted in 3–6 months; AJC UAE to become subsidiary.
• Related party: promoter group; arm's-length; exempt from RPT.