Delta Manufacturing Ltd

AGM Details

• 44th AGM held 30 Sep 2026 at 3:30 PM via VC/OAVM; concluded at 3:50 PM.
• Remote e-voting open 26 Sep 2026 at 9:00 AM and closed 29 Sep 2026 at 5:00 PM.
• Scrutinizer appointed: Ashish Jain of M/s. A.K. Jain & Co.

Ordinary Business

• Adoption of Audited Financial Statements (including Consolidated) for year ended 31 Mar 2026.
• Re-appointment of Jaydev Mody as director, retiring by rotation.

Special Business

• Continue Aurobind Patel as Non-Executive Independent Director beyond age 75.
• Approve material related party transactions with MMG Ferrites Private Limited.
• Approve material related party transactions with Myra Mall Management Company Private Limited.
• Revise remuneration of Dr. Ram H. Shroff, MD and Executive Vice-Chairman.

Voting & Approval Process

• Remote e-voting facility provided; on-site voting available at meeting.
• Results to be disseminated to stock exchanges and uploaded on NSDL/company websites.

Delta Manufacturing Limited: Closure of Trading Window from 01 October 2026 till 48 hours after communication of Un-audited Financial Results for the quarter and half year ending 30 September 2026

AGM notice and annual report access

• 44th AGM scheduled for 30 September 2026 at 3:30 PM IST via VC/OAVM.
• Annual Report for FY2025-26 available on the company's website.
• Web-link to the Annual Report being sent to members without registered emails.
• Physical shareholders should update emails by writing to support@purvashare.com.
• Demat shareholders to update emails with their respective DPs.

Financial snapshot

• Standalone revenue from operations:₹6,336.81 lakh for year ended 31 Mar 2026.
• EBIDTA Margin stands at 9.20% on standalone basis.
• Net loss for the year:₹914.10 lakh, standalone.
• Debt to equity ratio:6.87x; total debt₹3,911.63 lakh; standalone equity₹581.39 lakh.
• Dividend declared/recommended: none; no buyback during the year.
• Current ratio:0.56x; debt elevated relative to equity.
• Consolidated results show higher leverage; bottom-line impacted by discontinued operations.

Operational highlights

• Tirupur trims facility achieved full capacity utilization in FY2025-26; expansion planned.
• JV with PREMO S.L., Spain progressed; about 20% of targeted business secured; nine parts validated.
• Hard ferrite division closed; assets and liabilities held for sale.
• Consolidated revenue includes discontinued operations:₹234.51 lakh in FY26.

Dividend and capital allocation

• Dividend for FY2025-26 not declared.
• No buy-back activity during the year.
• AGM scheduled 30 Sep 2026; resolutions include related party transactions proposals.

Capital structure & liquidity

• Total borrowings: current₹3,450.28 lakh; non-current₹461.35 lakh.
• Net debt₹3,856.70 lakh; standalone debt/equity ratio 6.87x.
• Current ratio0.56x; liquidity management ongoing.

Governance & risk

• Board comprises seven directors; four independent.
• Multiple board committees: Audit, NRC, SRC, etc.
• AGM and NSDL e-voting; related party transactions disclosure.

Outlook & risks

• Outlook: 15-20% turnover growth expected in 12-18 months; capacity expansion in trims.
• Risks include tariffs and geopolitical tensions; supply chain and input-cost pressures.

AGM Details

• AGM date/time: 30 September 2026 at 3:30 PM IST via VC/OAVM.
• Book closure: 24 September 2026 to 30 September 2026 (inclusive).

Key Resolutions

• Ordinary: Adoption of standalone and consolidated financial statements for year ended 31 March 2026.
• Ordinary: Re-appointment of Jaydev Mody as Director, retiring by rotation.
• Special: Continuation of Aurobind Patel as Non-Executive Independent Director beyond age 75.
• Ordinary: Approval of material related party transactions with MFPL.
• Ordinary: Approval of material related party transactions with MMMCPL.
• Special: Revision in remuneration in Ram H. Shroff, to INR 1.70 crore per annum.

Related Party Transactions

• MFPL: RPTs include nitrogen sale, lease rent, electricity reimbursement, and ICD.
• Total MFPL proposed transactions up to INR 30 crore.
• RPTs are in ordinary course and at arm's length.
• Threshold: proposed RPTs exceed 10% of turnover and require shareholder approval.
• MMMCPL: RPTs include Inter Corporate Deposits; total up to INR 30 crore.
• Tenure: Oct 2026 to Mar 2028.
• RPTs are arm's length and in ordinary course.
• Promoter-controlled MMMCPL; director serves on its board.

Remuneration & Director Continuations

• MD remuneration revision: effective 1-Apr-2026 to 30-Sep-2028; total INR 1.70 crore p.a.
• Salary: Basic INR 6,00,000 per month, cap INR 10,00,000.
• Allowances: 50% HRA and Special Allowance INR 1,04,488 per month.
• Total remuneration cap: INR 1.70 crore per annum; two cars; abroad vacation.
• Board may alter terms within approved limits.
• Aurobind Patel continuation: Special Resolution approved for continued directorship beyond 75.

Financials

• Board approved unaudited standalone and consolidated results for quarter ended 30 June 2026.
• Standalone Q1 June 30, 2026 revenue 1,907.61 lakh; total income 1,938.36 lakh; net profit 30.10 lakh.
• Consolidated Q1 revenue 1,907.61 lakh; total income 1,938.36 lakh; net profit (loss) after tax -31.09 lakh.

Governance & Board Changes

• MD Ram H. Shroff remuneration increased from Apr 1, 2026 to Sep 30, 2028, subject to AGM approval.
• Other terms of MD reappointment unchanged; special resolution at 43rd AGM remains valid.
• Continuation of independent director Aurobind Patel beyond age 75; AGM approval requested.
• Promoter Group to Public reclassification for Chand Arora; subject to NOC from stock exchanges and SEBI.
• AGM scheduled for 30 September 2026 via VC/OAVM.

Meeting Details

• Board meeting on 12 August 2026 to consider standalone/consolidated unaudited results for quarter ended 30 June 2026.

Key Agenda Items

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

Other Notes

• Trading window closed till 48 hours after communication of the results to stock exchanges.

Dematerialisation processing status

• Dematerialisation requests were confirmed as accepted or rejected to depositories; securities listed on exchanges.
• Security certificates for dematerialisation were mutilated and cancelled after verification.
• Depository name substituted as registered owner within prescribed timelines.