Diana Tea Company Ltd

AGM and book closure

• Book closure from 5 September 2026 to 11 September 2026 (inclusive) for AGM.
• AGM scheduled on 11 September 2026 at 03:00 P.M. IST via VC/OAVM.
• Cut-off date for voting eligibility: 4 September 2026.
• Security type: Equity shares.

Financial performance

• Revenue from operations: ₹8,807.12 L (FY2025-26), up from ₹7,082.45 L.
• Profit after tax: ₹175.43 L; total comprehensive income: ₹159.64 L.
• Net profit margin: 1.99% for FY2025-26.
• Earnings per share (basic/diluted): ₹1.17.
• Total assets: ₹12,218.84 L; equity: ₹6,599.26 L; borrowings: ₹4,454.67 L.

Capital structure & funding

• Warrant issuance: up to 4,074,075 Equity Convertible Warrants at ₹27 each.
• Total proceeds expected: ₹11.00 crore.
• Floor price guidance: floor not less than ₹26.14, ₹25.88 VWAP bands.
• Use of proceeds: invest in Bolt Ironworks CCDs for land and development.
• Monitoring agency not required; issue size below ₹100 crore.

Governance & board

• 115th AGM scheduled for 11 Sep 2026 via VC/OAVM.
• New independent directors: Suchanti and Nayar appointed in 2025.
• H. M. Parekh and G. Bhalla ceased June 25, 2025.
• Sarita Singhania re-appointed as Whole-Time Director; remuneration approved.
• Audit Committee reconstituted; Navin Nayar as Chair; Ravindra Suchanti as Member.

Audit & risk

• Auditors: unmodified opinion; gratuity liability under-recognized (emphasis of matter).
• Internal financial controls: adequate and effective.
• Secretarial audit flagged delayed IT penalty disclosure; management explanation provided.
• Related party transactions reviewed; omnibus approvals used.
• Adoption of new MOA and AOA approved.

Shareholding & dividends

• Promoter shareholding: Diana Capital Limited holds 54.56%.
• Dividend: no dividend declared for FY2025-26.
• Dematerialisation: 99.79% of shares are in dematerialised form.
• SEBI transfer window for pre-2019 physical shares extended to Feb 4, 2027.

Operations & capacity

• Own crop: 34.74 lakh kg; sales realization ₹10/kg.
• Total employees: 3,616 as at 31 Mar 2026.
• Installed capacity: 5,000 MT across Dooars estates.

Outlook & risks

• Outlook: cost pressures offset by higher crop; demand for quality tea favorable.
• Key risks: adverse weather, pests, wage hikes, competitive small growers.
• Management focuses on field modernization and quality to offset rising costs.
• Tea market favorable; premium pricing for quality/orthodox tea expected.

Financials

• Board approved unaudited standalone Q1 FY27 results for quarter ended 30 June 2026.
• Total income: ₹2,714.02 lakh.
• PBT: ₹552.06 lakh; net profit: ₹551.74 lakh.
• Basic & diluted EPS: ₹3.68.
• 115th AGM on Sep 11, 2026; voting cut-off Sep 4, 2026.
• AGM to be conducted via VC/OAVM.
• Warrants: up to 4,074,075 Equity Convertible Warrants at ₹27 each.
• Aggregate value up to ₹11.00 crore; promoters as allottees.
• Warrants issued to promoter group; subject to AGM approval.
• Enhancement of sale/mortgage limits up to ₹2,100 crore.
• Loans/guarantees/securities/investments limit up to ₹2,100 crore; subject to AGM.
• Adoption of new MOA and AOA subject to AGM.
• WTD re-appointed for five years from 11 Nov 2026.
• Register of Members closed Sep 5–11, 2026; voting cut-off Sept 4, 2026.
• No separate segment reporting as tea business; Ind AS 108.

Director re-appointment

• Re-appointment of Mrs. Sarita Singhania as Whole-Time Director for five years, 11 Nov 2026 to 10 Nov 2031.
• Reason: reappointment after completion of the existing term.
• Subject to AGM approval.

Governance changes

• Adoption of new MOA aligned with Companies Act 2013; AGM on 11 Sept 2026.
• Adoption of new AOA aligned with Companies Act 2013; AGM on 11 Sept 2026.

Rescheduled board meeting

• Board meeting postponed from 10 Aug 2026 to 12 Aug 2026 at 3:15 PM.
• Original scheduled date was 10 August 2026.
• Reason: unavoidable circumstances.
• Trading window remains closed for designated persons and relatives until 48 hours post-meeting.

Certificate status

• Compliance certificate issued for the quarter-end dematerialisation/rematerialisation compliance.