Caprihans India Ltd

AGM details

• Date and mode: 26 September 2026, via VC/OAVM
• Start time 3:00 PM, end 3:37 PM
• Record date 18 September 2026; 7,013 on record
• Attendees: 1 Promoter Group and 48 Public via VC

Resolutions and outcomes

• Item 1 Ordinary: Adopt standalone and consolidated financial statements; passed
• Item 2 Ordinary: Re-appoint Ankita J Kariya as director and MD; passed
• Item 3 Special: Ratify cost auditors remuneration; passed
• Item 4 Special: Increase remuneration of Executive Director Mukherjee; passed
• Item 5 Special: Increase remuneration of Ankita J Kariya; passed
• Item 6 Ordinary: Increase remuneration of Shreyan Bhandari; not passed
• Item 7 Ordinary: Increase remuneration of Ruchi S Bhandari; not passed
• Item 8 Special: Approve material related party transactions with Bilcare Limited; not passed

Dividend

• Dividend was not proposed or declared at the AGM

Auditors / remuneration

• Remuneration of Cost Auditors approved: Rs 3,75,000 plus taxes and expenses

Related party transactions

• Material RPT with Bilcare Limited not approved; transactions to be carried out at arm's length

Directors / management

• Ankita J Kariya re-appointed as director (retiring by rotation) and continues as MD

Caprihans India Limited trading window closed from 01 October 2026 until 48 hours after the declaration of the Unaudited Financial Results (Standalone & Consolidated) of the Company for the quarter and half year ended on 30 September 2026

AGM Details

• Date and time: 26 September 2026, 03:00 PM IST.
• Mode: videoconferencing (VC) and OAVM.
• AGM concluded at 03:37 PM IST.
• Remote e-voting: 23 Sep 2026 09:00 AM to 25 Sep 2026 05:00 PM IST.
• Attendance: 49 members present via VC/OAVM.
• Quorum met per Companies Act 2013.

Resolutions

• Ordinary: Adoption of Audited Standalone and Consolidated Financial Statements for FY ended 31 March 2026.
• Ordinary: Re-appointment of Ankita J. Kariya as Director liable to retire by rotation.
• Ordinary: Ratification of remuneration of Cost Auditors.
• Special: Increase in remuneration of Executive Director Mr. Somenath Mukherjee.
• Special: Increase in remuneration of Ankita J. Kariya, Chairperson & Managing Director.
• Ordinary: Increase in remuneration of Mr. Shreyans Bhandari, President.
• Ordinary: Increase in remuneration of Mrs. Ruchi S. Bhandari, VP–International Business Development.
• Special: Approval of Material Related Party Transactions and loans/guarantees with Bilcare Limited.

Voting & Outcomes

• Voting results are not yet declared; Scrutinizer's report to be submitted within two working days.
• No speaker registrations were received for shareholder questions.

Rating action & facilities

• Long-term rating upgraded to IVR BB+/Stable; outlook Stable.
• Short-term rating upgraded to IVR A4+; outlook Stable.
• Total bank facilities rated enhanced to Rs 624.24 crore from Rs 610.63 crore.
• Ratings withdrawn on certain facilities per No Due Certificate.

Rationale & strengths

• Profitability improving over last three quarters due to product development, cost reduction, and exports.
• EBITDA margins: 6.65% (Q3FY26), 9.46% (Q4FY26), 16.76% (Q1FY27).
• Domestic and international client base strengthened; overseas markets expanding.
• Strong market presence and captive base film consumption reducing costs.

Weaknesses & liquidity

• Elevated debt levels; weak debt coverage indicators; high leverage.
• Exposure to raw material price volatility; margin risk from input costs.
• Liquidity adequate but challenged by high working capital usage (~96%).
• Debt servicing supported by non-operating inflows and asset sale proceeds.

Outlook & changes

• Outlook: Stable.
• Upgrade accompanied by higher facility limits; some ratings withdrawn.

Financial highlights cited

• FY26 EBITDA margin 5.70%; PAT margin -6.53%.
• Q1FY27 EBITDA 16.76%; net profit Rs 7.05 crore.
• Total debt around Rs 624.81 crore; current ratio 1.03x.

Agency

• Rating agency: Infomerics Valuation and Rating Limited.

Standalone results

• Revenue from operations: Rs 216.96 cr; total revenue from operations: Rs 220.16 cr.
• Total income: Rs 221.98 cr; PBT after exceptional items: Rs 7.01 cr.
• Profit for the period: Rs 7.01 cr; basic EPS: Rs 4.25; diluted EPS: Rs 3.98.
• YoY revenue from operations growth about 22%; total income up around 20%.
• No exceptional item reported in standalone quarter.

Consolidated results

• Consolidated revenue from operations: Rs 218.19 cr; total revenue from operations: Rs 221.39 cr.
• Total income: Rs 223.21 cr; PAT for the quarter: Rs 6.22 cr.
• Basic EPS: Rs 3.77; diluted EPS: Rs 3.53.
• Consolidated results include Bilcare Research GmbH; one foreign subsidiary not reviewed.

Board changes & governance

• Independent Director Avinash S. Joshi resigns w.e.f 10 Aug 2026; ceases Audit & Remuneration Committee roles.
• Audit Committee & N&RC composition updated w.e.f 11 Aug 2026.
• Audit Committee: Viswanathan (Chair, Independent), Pendse (Member), Ankita Kariya (MD, Member).
• N&RC: Pendse (Chair), Sanjeev Tole (Member), Pramod Toshniwal (Member).

Notes on Bilcare arrangement & capital actions

• PFD liability outstanding Rs 2.34 cr; transferred to IEPF per NCLT order dated Jun 5, 2026.
• Warrants outstanding: 17,05,000; Rs 25.58 cr received for 75% subscription in Jun 2026.
• Rs 1.58 cr of share warrant cash was forfeited to capital reserve.
• PPE revaluation reserve created Rs 21.03 cr as of 01-Apr-2026.

Meeting Details

• Date: 10 August 2026; time and venue not disclosed.

Key Agenda Items

• Consider unaudited standalone and consolidated financial results for quarter ended 30 June 2026.

Other Notes

• Trading window closed from 01 July 2026 to 12 August 2026 (48 hours post results).

Dematerialisation status

• Dematerialisation requests processed for quarter ended 30 June 2026 and confirmed to depositories.
• Securities dematerialised were listed on the stock exchanges where the existing securities are listed.
• Physical certificates received for dematerialisation were mutilated and cancelled after verification; depository name updated as registered owner.