Dharmaj Crop Guard Ltd

Dharmaj Crop Guard Limited: Trading Window closed from October 01, 2026 until 48 hours after the declaration of unaudited financial results for the Second quarter and Half year ended September 30, 2026.

AGM Details

• Date, time, and mode: Sep 24, 2026; 11:30–11:55 am; VC/OAVM.
• Record date for voting: Sep 17, 2026; shareholders on record: 25,903.

Resolutions and voting

• Resolution 1 (Ordinary): Adopt standalone and consolidated financial statements; approved.
• Resolution 2 (Ordinary): Re-appointment of Rameshbhai R Talavia by rotation; approved.
• Resolution 3 (Ordinary): Ratify remuneration payable to Cost Auditors for FY 2026-27; approved.
• Resolution 4 (Special): Appointment of Megha Joshi as Independent Director; approved.
• Resolution 5 (Special): Re-appointment of Jamankumar H Talavia as Whole-Time Director; approved.
• Resolution 6 (Special): Re-appointment of Jagdish R Savaliya as Whole-Time Director; approved.

Director changes

• Megha Joshi appointed Independent Director.
• Rameshbhai R Talavia re-appointed, retiring by rotation.
• Jamankumar H Talavia re-appointed as Whole-Time Director.
• Jagdish R Savaliya re-appointed as Whole-Time Director.

Auditors

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

AGM details

• Date: 24 September 2026
• Time: 11:30 A.M.
• Mode: VC/OAVM

Key resolutions

• Ordinary: Adopt standalone and consolidated financial statements for FY2025-26.
• Ordinary: Re-appointment of Rameshbhai R. Talavia (retiring by rotation).
• Special: Ratification of remuneration to Cost Auditors for FY2026-27.
• Special: Appointment of Megha Joshi as Independent Director.
• Special: Re-appointment of Jamankumar H. Talavia as Whole-Time Director.
• Special: Re-appointment of Jagdish R. Savaliya as Whole-Time Director.

Voting results

• Voting results to be declared after Scrutinizer's report.

Directors & auditors

• Megha Joshi appointed Independent Director.
• Jamankumar H. Talavia re-appointed as Whole-Time Director.
• Jagdish R. Savaliya re-appointed as Whole-Time Director.
• Rameshbhai R. Talavia to be re-appointed as Director (rotational).
• Cost Auditors remuneration ratified for FY2026-27.

Other notes

• Statutory and Secretarial Auditor reports had no qualifications.

Meeting Details

• Date & time: September 28, 2026, 03:00 PM–04:00 PM
• Type/Mode: Group, Virtual
• Conference: Bharat Connect Rising Stars 2026 (organised by Arihant Capital Markets Limited)

Participants

• Company management officials to participate (roles not specified)

Purpose

• Purpose: Investor conference for discussion on the company's financial and operational performance

Additional Notes

• Investor presentation has been submitted to exchanges and uploaded on the company website

AGM Details

• Date and time: 24 September 2026 at 11:30 a.m. IST
• Mode: VC/OAVM, deemed venue at registered office
• Remote e-voting window: 21-23 September 2026, 9:00 a.m. to 5:00 p.m. IST
• Cut-off date for voting: 17 September 2026

Key Resolutions

• Ordinary: Adoption of standalone and Consolidated financial statements for FY 2025-26
• Ordinary: Re-appointment of Rameshbhai R Talavia by rotation
• Special: Ratification of cost auditor remuneration for FY 2026-27
• Special: Appointment of Megha Joshi as Independent Director for 5 years
• Special: Re-appointment of Jamankumar H Talavia as Whole-Time Director for 3 years
• Special: Re-appointment of Jagdish R Savaliya as Whole-Time Director for 3 years

Auditors

• Remuneration for Cost Auditor set at 65,000 plus GST for 2026-27; ratification sought

Remuneration & Governance

• Remuneration mix includes fixed salary, allowances, perquisites, benefits, and performance incentives
• Talavia ceiling: up to ₹10,00,000 per month; Savaliya ceiling: up to ₹8,00,000 per month

Directors & Appointments

• Rameshbhai R Talavia retires by rotation; re-appointment recommended
• Megha Joshi appointed as Independent Director (5-year term; not liable to retire by rotation)
• Jamnkumar H Talavia re-appointed as Whole-Time Director for Aug 2027–Jul 2030
• Jagdish R Savaliya re-appointed as Whole-Time Director for Aug 2027–Jul 2030

Voting & Results

• Scrutinizer appointed; final results to be declared within 2 working days after AGM
• Results to be posted on company site and MIIPL portal and communicated to BSE/NSE

AGM details

• 12th AGM on Sep 24, 2026 at 11:30 a.m. via VC/OAVM.
• Remote e-voting window Sep 21–23, 2026 from 9:00 a.m. to 5:00 p.m.
• Voting entitlement cut-off on Sep 17, 2026.
• Deemed venue: Registered Office.

Resolutions

• Ordinary: Adopt standalone and consolidated financial statements for FY 2025-26.
• Ordinary: Re-appoint Rameshbhai R Talavia as Director, retires by rotation.
• Ordinary: Ratify Cost Auditor remuneration for FY 2026-27: Rs 65,000 plus GST and expenses.
• Special: Appoint Megha Joshi as Independent Director for five years from Aug 8, 2026.
• Special: Re-appoint Jamankumar H. Talavia as Whole-Time Director for 3 years (Aug 2027–Jul 2030) cap Rs 10 lakh.
• Special: Re-appoint Jagdish R. Savaliya as Whole-Time Director for 3 years (Aug 2027–Jul 2030) cap Rs 8 lakh.

Voting results

• Scrutinizer appointed; results to be declared within two working days after conclusion of AGM.

Directors

• Rameshbhai R Talavia retires by rotation; re-appointment recommended.
• Megha Joshi appointed as Independent Director for five-year term.
• Jamankumar H Talavia re-appointed as Whole-Time Director for three years.
• Jagdish R Savaliya re-appointed as Whole-Time Director for three years.

Auditors

• Cost Auditor remuneration for FY 2026-27 ratified: Rs 65,000 plus GST and expenses.

Notice distribution to non-email registered shareholders

• 12th AGM scheduled for 24 September 2026 at 11:30 IST via VC/OAVM
• Integrated Annual Report 2025-26 available at the company website and exchange portals
• Web-link and exact path to IAR provided to those without registered emails; cut-off date Aug 21, 2026
• Letters issued to shareholders without registered email addresses; to access AGM notice and IAR
• Queries to be directed via designated helpdesk or portal

Financial highlights

• FY26 revenue from operations: ₹11,379.65m; up 20% YoY.
• EBITDA ₹1,088.80m, up 34% YoY.
• PAT ₹547.03m, up 57% YoY.
• Gross margin 23%; EBITDA margin 9%; PAT margin 4.8%.
• EPS ₹16.19; standalone/consolidated aligned.
• Total borrowings ₹1,319.05m; net debt ₹1,316.30m; debt/equity 0.29.
• Saykha Active Ingredients plant profitability break-even achieved in FY26.

Business mix & KPIs

• Domestic Institutional Formulations revenue ₹5,832m, up 15%.
• Branded Formulations ₹1,979m, up 3%.
• Export Institutional ₹834m, up 58%.
• Domestic Active Ingredients ₹2,734m, up 37%.
• Exports to 41 countries; 123 export registrations; 150 in pipeline.
• 700+ institutional customers; 297 products.

Saykha plant update

• Profitability break-even achieved at Saykha facility in FY26.
• Capacity: 8,000 TPA; 5,500 multipurpose technicals; 2,500 intermediates.
• R&D and QA labs integrated; ISO certifications.
• Captive consumption strengthens backward integration; capacity to be released for insecticides/fungicides.
• Herbicides formulations unit adjacent to Saykha under construction; commissioning planned FY27.

Capital structure & liquidity

• Total borrowings ₹1,319.05m; long-term ₹509.86m; short-term ₹809.19m.
• Net debt ₹1,316.30m; debt/equity 0.29; equity ₹4,490.43m.
• Cash & cash equivalents ₹2.75m; DSCR 4.15.
• Inventory ₹2,073.98m; CCC 87 days.

Governance & leadership

• Board of 7 directors; Independent Directors form majority.
• Amisha Shah resigned Aug 7, 2026; Megha Joshi appointed Aug 8, 2026.
• Audit Committee chaired by Umesh Menon since Aug 2025.
• ESOP 2023: no options granted FY25-26.
• FY26 board meetings: 5.

CSR & ESG

• CSR spend ₹9.83m; CSR policy aligned; Dharmaj Foundation contributed ₹3.51m.
• ESG: ISO 50001; solar power 85,320 kW; ZLD; STP 7,800 kL; plantation drive.

Audits & risk

• Standalone audit: unqualified; Consolidated CARO with ii(b), vii(a) qualifications.
• Audit trail: database-level SOC report not available; governance notes.
• Risks: geopolitical West Asia, raw material costs, currency, monsoon uncertainties.

Outlook & AGM

• FY27 outlook: topline growth across verticals; sustained margin expansion.
• 12th AGM on Sept 24, 2026 via VC/OAVM.
• Herbicides unit commissioning targeted FY27; registrations pipeline ongoing.