DCM Nouvelle Ltd

AGM details

• AGM held on 25 September 2026 at 11:00 AM via VC/OAVM.
• Remote e-voting ran 22–24 September 2026; voting cut-off 18 September 2026.
• Attendance recorded: 273 members.

Key resolutions

• Adopt audited standalone and consolidated financial statements for FY 2025-26.
• Appoint director replacing Jitendra Tuli; retires by rotation.
• Ratify remuneration payable to Cost Auditors for FY 2026-27.

Voting results

• Resolution 1 passed; 99.9983% in favour, 0.0017% against.
• Resolution 2 passed; 99.8795% in favour, 0.1205% against.
• Resolution 3 passed; 99.9947% in favour, 0.0052646% against.

Dividend

• No dividend proposed or declared.

Director changes

• Jitendra Tuli retires; new director appointed via resolution.

Auditors

• Remuneration payable to Cost Auditors for FY 2026-27 ratified.

Related party transactions

• No material related party transactions approved.

DCM Nouvelle Ltd — Trading window closed from Thursday, October 1, 2026, until 48 hours after the declaration of unaudited Financial Results for the quarter and half year ending September 30, 2026

AGM Details

• Date and time: 25 September 2026, 11:00 IST; mode: VC/OAVM.
• Remote e-voting: 22–24 September 2026.
• AGM concluded at 11:50 AM IST.
• Quorum: 273 members via VC/OAVM.
• Notice and financial statements taken as read.

Key Resolutions

• Adoption of stand-alone and consolidated financial statements for 2025-26.
• Re-appointment of Jitendra Tuli on rotation.
• Remuneration ratified for Cost Auditors for 2026-27.

Voting Status

• Results not disclosed; Scrutinizer’s Report pending.
• Consolidated results to be published on company and exchange websites.

Director Changes

• Re-appointment of Mr. Jitendra Tuli (DIN: 00272930) on rotation.

Auditor Matters

• Remuneration ratified for Cost Auditors for 2026-27.

AGM and annual report access

• 10th AGM scheduled for 25 September 2026 at 11:00 IST via VC/OAVM.
• Electronic copies of AGM notice and FY2025-26 AR sent to registered email addresses.
• Annual Report available online on the company website and stock exchange portals.
• QR code provided to download the Annual Report.
• Shareholders to update registered email addresses with the company, RTA, or DP.

BRSR filing context

• BRSR for FY2025-26 submitted and forms part of the Annual Report.
• Company voluntarily adopted essential BRSR indicators despite not ranking in top-1000.

Governance updates

• Risk Management Committee appointed; MD Hemant Bharat Ram named Chief Risk Officer.
• Board includes 1 female director out of 9 (11.11%).

Financial overview

• Revenue from operations: ₹1015.17 crore for FY2025-26.
• Exports contributed 40.24% of turnover.

Environmental performance

• GHG: Scope 1 19.24 tCO2e; Scope 2 53,839.25 tCO2e; intensity 0.005 kg/₹ turnover.
• Total energy consumption: 396,647.45; energy intensity 0.00004 per turnover.
• Waste: total 92.18 MT; plastic 85.62 MT; E-waste 2.63 MT.
• Water withdrawal: 202,352 kL (third-party water).

Financial snapshot

• Consolidated revenue from operations ₹1,02,707.05 Lacs.
• Consolidated PAT ₹164 Lacs; standalone PAT ₹-1,802 Lacs.
• Consolidated EBITDA ₹5,723 Lacs; standalone EBITDA ₹6,684 Lacs.
• Dividend not declared for FY2025-26.
• Consolidated EPS ₹1.93; standalone EPS ₹-9.65.

Operations & capacity

• DCM Textiles unit at Hisar: 1,57,872 spindles, ~40,000 MT yearly capacity.
• New machinery installed: 4x Two-for-One (800 spindles total).
• 500 kW ground-mounted solar plant commissioned.
• Premium yarn brands Futuro, Primero, Dinero, CCY with sustainable yarns.
• Exports to 16 countries; robust domestic and international reach.
• Digital transformation and automation across functions to boost productivity.

Capital structure & liquidity

• Total debt (consolidated) ₹32,722 Lacs; undrawn facilities ₹9,848 Lacs.
• Rights issues in FY2025-26: 40.84 lakh shares raised ~₹11 Cr.
• Equity value post rights shows net worth ₹33,332 Lacs (Consolidated).
• No dividend declared; capital allocation focused on growth and resilience.

Strategic developments & ESG

• DCM Nouvelle Specialty Chemicals Limited (DCMSCL) revenue ₹1,190 Lacs; losses narrowed.
• DCMSCL facility at Ujjain; R&D center for new amines; focus on sustainability.
• ESG emphasis: renewable energy, water conservation, cleaner production, OEKO-TEX/BCI.
• BRSR framework voluntarily adopted; ESG disclosures integrated in Annual Report.

Governance & audit

• Board of 9 directors; 5 Independent including a woman.
• Independent Directors Rajinder Khanna and Deepak Sood appointed Dec 2025; approvals via Postal Ballot Feb 2026.
• Statutory auditors: Walker Chandiok & Co LLP; 5-year term announced.
• Audit Committee: 4 members; 3 Independent; e-logging audit trail issue noted and addressed.
• Secretarial audits: no qualifications; CSR/Board practices aligned with rules.

CSR & sustainability

• CSR budget ₹35.64 Lacs; spent ₹37.52 Lacs in FY2025-26.
• Education initiatives: HTM High School Hisar support ₹37.52 Lacs.
• Swachh Bharat Kosh transfer of ₹15 Lacs (2022-23 unspent); CSR reporting under BRSR.

Subsidiaries & investments

• Subsidiary: DCM Nouvelle Specialty Chemicals Limited (88.42%); DCMSCL impairment in standalone.
• Associate: Ampin C&I Power Three Private Limited (26%).
• DCMSCL: 1,150–1,200 Lacs revenue; ongoing scale-up with focus on capacity utilisation.
• Impairment: standalone recognition of ₹3,561.06 Lacs against DCMSCL; consolidated impairment not required.

Risks & outlook

• Textile and petrochemical cycles facing commodity price volatility and FX risks.
• Policy support (PM MITRA, PLI) and India's textile sourcing diversification present growth tailwinds.
• Sustainability, circularity, and ESG governance remain core to long-term value.

AGM Details

• AGM on 25 September 2026 at 11:00 IST via VC/OAVM.
• Cut-off date for e-voting fixed at 18 September 2026.
• Remote e-voting period from 22 to 24 September 2026.
• AGM held through VC/OAVM with NSDL e-voting facilities.
• Notice and annual report available on company and stock exchange websites.

Key Resolutions

• Adopt standalone and consolidated financial statements for FY2025-26.
• Special Resolution to re-appoint Jitendra Tuli as Non-Executive Director, liable to rotation.
• Ordinary Resolution to ratify Cost Auditors' remuneration for FY2026-27.

Voting Results

• Voting results will be declared by the Scrutinizer after the AGM.

Director Changes

• Re-appointment of Jitendra Tuli as Non-Executive Director.

Auditor Appointments

• Remuneration payable to Cost Auditors for FY2026-27 ratified.