Chembond Chemicals Ltd

Promoter acquisition in Chembond Chemicals

• Target company: Chembond Chemicals Limited.
• Disclosing party: Promoters Nirmal V. Shah and Mamta N. Shah (Promoter group).
• Transaction type: Acquisition of voting rights in equity shares.
• Pre-transaction holding: 71,83,013 voting shares (26.71%).
• Encumbrances pre: NIL.
• Acquired 30,500 equity shares (0.11%) via Open Market (NSE).
• Post-transaction holding: 72,13,513 voting shares (26.82%).
• Date of transaction: 06-08-2026.
• Equity share capital before/after: Rs 13,44,82,880 (2,68,96,576 shares).
• Total diluted share capital after: Rs 13,44,82,880.

AGM details

• Date: July 31, 2026; mode: physical with VC facility.
• Remote e-voting held July 28-30, 2026; venue allowed VC voting at AGM.

Voting outcomes

• All resolutions passed by requisite majority; deemed passed on the AGM date.

AGM Details and Resolutions

• AGM held July 31, 2026 at 11:30 am via video conferencing.
• Resolution 1: Adopt standalone and consolidated financial statements for FY ended 31 March 2026.
• Resolution 2: Declare final dividend of Rs 1.25 per equity share.
• Resolution 3: Reappoint director Sameer V. Shah on rotation (DIN: 00105721).
• Resolution 4: Approve material related party transactions with subsidiaries, step subsidiaries, and group entities.
• Voting results: Not disclosed; to be declared within two working days.
• Remote e-voting window: 9:00 am July 28 to 5:00 pm July 30, 2026.
• Scrutinizer: Virendra Bhatt, Practising Company Secretary.

AGM details

• 3rd AGM held on 31 July 2026 at 11:30 AM via video conferencing.
• Meeting conducted through VC; no proxies required.
• Remote e-voting opened 9:00 AM July 28, 2026 and closed 5:00 PM July 30, 2026.

Resolutions

• Ordinary: Adoption of standalone and consolidated financial statements for the year ended March 31, 2026.
• Ordinary: Final dividend of Rs 1.25 per share.
• Ordinary: Reappointment of Sameer V. Shah, retiring by rotation.
• Special: Approve material related party transactions for the company, subsidiaries, step subsidiaries, and group.

Voting status

• Results of remote e-voting and AGM to be declared within two working days.

Financial results

• Standalone and Consolidated unaudited quarterly results for quarter ended 30 June 2026 approved.

Audit & reporting

• Audit Committee reviewed; Board approved results via video conference on 16 July 2026.

Tax structure

• Opted for Section 200 tax regime for FY 2026-27.

Subsidiaries status

• Two step-down foreign subsidiaries' results unaudited and not material to the Group.

Operating segment

• Group continues to operate in a single business segment.

Regulatory / compliance notes

• Limited Review Report on unaudited results filed with the exchange.

Certificate details

• Reg 74(5) certificate for quarter ended 30 June 2026 enclosed from MUFG Intime India Private Limited (RTA).

Meeting Details

• Date of board meeting: July 16, 2026; time and venue not disclosed.

Key Agenda Items

• Consider and approve unaudited financial results on standalone and consolidated basis for quarter ended June 30, 2026.

Other Notes

• Trading window closed for Directors and officers until 48 hours after outcome, until July 18, 2026.

Financial performance

• Consolidated revenue ₹326 crore; EBITDA ₹51 crore; YoY growth.
• Standalone revenue ₹73.65 crore; standalone PAT ₹10.39 crore; growth.
• Consolidated PAT ₹34.78 crore; consolidated EPS ₹13.00.
• Return on net worth 16.80% consolidated; debt nil.
• Final dividend ₹1.25 per share; ₹336.20 lakh.

Segments & operations

• Water Technologies growth engine; revenue up 15%.
• Construction Chemicals revenue up 6%; margins expanded.
• Calvatis JV expanded DAZZO! range; new channel partners.
• Distribution business provides steady topline and EBITDA support.
• 350 kVA rooftop solar commissioned at Dudhwada; 50 kVA at Mahape.

Capital & liquidity

• Equity share capital ₹1,344.83 lakh; 2,68,96,576 shares.
• Listed on BSE/NSE since July 2025 after demerger.
• Cash & cash equivalents ₹1,210.47 lakh; bank balances ₹2,425.20 lakh.
• Borrowings nil; liquidity robust.

Governance & leadership

• Board six members: 1 Executive, 1 Non-Executive, 4 Independent.
• New independents Paraskar and Pandit joined Apr–May 2025; Ghelani and Lakhani joined May 2025.
• Seven Board meetings held; Independent Directors’ meeting on 6 Mar 2026.

Related party transactions

• Material RPTs for 2026-27: CWTL-FINOR ₹40 crore; CCL-FINOR ₹10 crore; CCL-CCIHSL ₹5 crore.
• Audit Committee reviewed and approved; transactions at arm's length.

CSR & sustainability

• CSR spend ₹13.55 lakh; PM CARES transfer.
• Consolidated CSR ₹75.80 lakh; subsidiary spent ₹62.25 lakh on renewable energy and hospital project.

Audit & controls

• Statutory auditors: SHBA & CO LLP; five-year term; no qualifications.
• Secretarial Audit: MR-3; no qualifications.

Outlook & risks

• Outlook: growth in water technologies; domestic demand and digitalisation.
• Risks include raw material volatility, supply chain, and regulatory changes.

Corporate actions

• Demerger completed May 2025; Rewasoft ceased; 2,68,96,576 new shares issued; listed July 2025.