ARCL Organics Ltd

ARCL Organics Ltd — Trading Window Closure from 1 October 2026 till 48 hours after the declaration of Un-Audited Financial Results for the quarter and half year ending 30 September 2026.

AGM Details

• Date and time: 19 September 2026, 3:30 PM to 4:38 PM.
• Mode: VC/OAVM; record date 12 September 2026; shareholders on record 7,980.
• Total shares on record: 8,000,000; votes polled: 846,945.

Key Resolutions

• Resolution 1 (Ordinary): Adopt standalone and consolidated financial statements for the year ended 31 March 2026.
• Resolution 2 (Ordinary): Re-appoint Mukesh Mundhra as director on rotation.
• Resolution 3 (Special): Increase remuneration of Suraj R Mundhra, Chairman and Managing Director.
• Resolution 4 (Special): Increase remuneration of Rajesh Mundhra, Whole Time Director.
• Resolution 5 (Special): Increase remuneration of Mukesh Mundhra, Whole Time Director.
• Resolution 6 (Ordinary): Ratify Cost Auditor remuneration for FY 2026-27.

Voting Results

• All six resolutions passed; 100% voting in favour.
• Total valid votes cast: 846,943; votes polled: 846,945.
• Voted by 27 members through e-voting; no oppositions.

Dividend

• Dividend: Not proposed or declared.

Director Changes

• Mukesh Mundhra re-appointed as director (rotation).
• Remuneration increases approved for Suraj Mundhra, Rajesh Mundhra, and Mukesh Mundhra.

Auditor & Related Approvals

• Cost Auditor remuneration ratified for FY 2026-27.

AGM details

• Date/time: 19 September 2026, 3:30 PM, via VC/OAVM; concluded 4:38 PM.
• Mode: VC/OAVM; venue deemed as registered office for recording.
• Quorum: 56 members representing 31,61,699 equity shares participated.
• Remote e-voting: 16-18 Sep 2026; no Proposer/Seconder required.
• Agenda: Six businesses (2 Ordinary, 4 Special).

Resolutions put to vote

• Ordinary: Adoption of Audited standalone and consolidated financial statements and reports.
• Ordinary: Re-appointment of Mukesh Mundhra by rotation.
• Special: Increase in remuneration of Suraj Ratan Mundhra (Chairman & MD).
• Special: Increase in remuneration of Rajesh Mundhra (Whole-time Director).
• Special: Increase in remuneration of Mukesh Mundhra (Whole-time Director).
• Ordinary: Ratify remuneration of Cost Auditors for FY 2026-27.

Voting results

• Voting results pending; Scrutinizer's report to be filed with stock exchanges.

Director changes

• Proposed re-appointment of Mukesh Mundhra by rotation.

Auditor & Scrutinizer

• Statutory Auditor present: L. B. Jha & Co. LLP.
• Scrutinizer appointed: Nand Kishore Sharma, Practising Company Secretary.

AGM Details

• AGM held on 19 September 2026, 3:30 PM–4:38 PM, via VC/OAVM.
• Venue: Rampur Budge Budge Trunk Road, Kolkata 700141.

Resolutions and outcomes

• Resolution 1 (Ordinary): Adoption of standalone and consolidated financial statements; passed.
• Resolution 2 (Ordinary): Re-appointment of Mukesh Mundhra; passed.
• Resolution 3 (Special): Increase in remuneration of Suraj Ratan Mundhra; passed.
• Resolution 4 (Special): Increase in remuneration of Rajesh Mundhra; passed.
• Resolution 5 (Special): Increase in remuneration of Mukesh Mundhra; passed.
• Resolution 6 (Ordinary): Ratification of Cost Auditor’s remuneration for FY 2026-27; passed.

Director changes

• Mukesh Mundhra re-appointed as Director, retiring by rotation.

Auditor actions

• Cost Auditor remuneration ratified for FY 2026-27.

Appointment details

• Mr. Deepak Daga appointed Company Secretary and Compliance Officer with effect from 16 September 2026.
• Reason: to comply with Companies Act 2013 and SEBI LODR regulations.
• Profile: Associate Member of ICSI with extensive corporate secretarial experience.
• Relationship: not related to any directors of the company.
• Shareholding: Nil in the company.

AGM and AR access

• 34th AGM to be held on 19 September 2026 at 3:30 PM via VC/OAVM.
• Shareholders without registered emails were sent a web-link to access the Annual Report FY 2025-26.
• Annual Report accessible at arclorganics.com, Investors, Annual Reports, Annual Report 202526.
• Also published on BSE Limited website.
• Company has arranged electronic delivery of Annual Report to shareholders with registered emails.

Financials

• Standalone total income ₹276.25 cr; EBITDA ₹28.57 cr; PBT ₹16.39 cr; PAT ₹4.68 cr.
• Consolidated revenue ₹276.25 cr; PAT ₹5.19 cr; EBITDA ₹28.58 cr; PBT ₹17.05 cr.
• Adjusted (excl. one-time) EBITDA ₹35.54 cr; Adjusted PAT ₹16.95 cr.
• Exports crossed ₹100 crore in FY2025-26.

Expansion & footprint

• Acquired Kadadra unit adding 49,500 TPA formaldehyde and 60,000 TPA resins.
• Environment clearance in place for Paraformaldehyde and Hexamine.
• Acquisition expected to help double turnover over time.

Capital structure & liquidity

• Net debt to equity: Standalone 0.47x; Consolidated 0.35x.
• Total indebtedness (standalone) around ₹79.63 crore at year-end.
• No debt service defaults; covenants reportedly compliant.

Dividends & governance

• Dividend not declared for FY2025-26.
• 34th AGM on 19 Sep 2026 via VC/OAVM.
• MD/WD remuneration approved: Basic ₹1.40L, HRA ₹0.80L, allowances ₹2.60L monthly.
• Cost Auditor remuneration ratified ₹40,000 for 2026-27.

Board & governance

• Board comprises 6 directors: 3 independent; one woman independent.
• Independent directors met on 12 Nov 2025.
• Governance framework includes NRC, Vigil Mechanism, and strong internal controls.

Outlook & risks

• Key risks: raw material volatility, energy costs, currency fluctuations, regulatory changes.
• FY2026-27: improve utilization, scale value-added resins, strengthen procurement resilience.
• Pricing discipline and disciplined capital allocation to drive sustainable returns.

CSR & ESG

• CSR spend ₹36.59 Lakh in FY26; target ₹33.70 Lakh.
• Focus on rural development; ₹2.0 Lakh donated to Rudraprayag health trust.

Subsidiaries & governance controls

• 7 wholly-owned subsidiaries; consolidated results prepared per Ind AS 110.
• LBJ & Co. is statutory auditor; KSN & Co. secretarial auditor; no qualifications.
• DSIR-recognized in-house R&D lab; robust internal controls.

NSE trading approval

• ARCL Organics' equity shares admitted to trading on NSE Capital Market in PTT category, effective Aug 17, 2026.