Honasa Consumer Ltd

AGM Details

• AGM held Sept 28, 2026 at 04:00 pm IST via VC/OAVM.
• E-voting cut-off date was Sept 21, 2026.

Key Resolutions

• Adoption of standalone financial statements for FY 2025-26; passed 100% in favour.
• Adoption of consolidated financial statements for FY 2025-26; passed 100% in favour.
• Declaration of final dividend of ₹3 per equity share; approved.
• Re-appointment of Varun Alagh as Director on rotation; approved 99.78%.
• Re-appointment of Subramaniam Somasundaram as Independent Director for a second 5-year term from Feb 11, 2027; approved 99.62%.
• Approval of commission/fees to Non-Executive Directors including Independent Directors for 5 years from FY 2027-28; approved 99.99%.

AGM Details

• AGM held Sep 28, 2026 at 04:00 pm IST via VC/OAVM; deemed venue at registered office.

Key Resolutions

• Adoption of standalone financial statements for FY2025-26 (ordinary).
• Adoption of consolidated financial statements for FY2025-26 (ordinary).
• Final dividend of ₹3 per equity share for FY2025-26 (ordinary).
• Re-appointment of Varun Alagh as Director, retires by rotation (ordinary).
• Re-appointment of Subramaniam Somasundaram as Independent Director for second five-year term (special).
• Approval of commission-based remuneration for Non-Executive Directors for five years from 2027-28 (ordinary).

Dividend

• Final dividend of ₹3 per equity share.

Director Changes

• Re-appointment of Varun Alagh as Director (retiring by rotation).
• Re-appointment of Subramaniam Somasundaram as Independent Director for second term.

Auditors & Secretarial

• Scrutinizer appointed: Shashi Shekhar (Arora Shekhar & Co) as Secretarial Auditor and Scrutinizer.
• No change in statutory auditors disclosed.

Related Party Transactions

• No material related party transactions disclosed.

Jefferies India Forum

• Date/time: Sep 17, 2026, 10:00–18:00 IST; in-person, one-on-one and group meetings in Gurugram for investor conference.

J.P. Morgan India Conference

• Date/time: Sep 22, 2026, 10:00–18:00 IST; in-person, one-on-one and group meetings in Mumbai for investor conference.

Overview

• Standalone BRSR filed for FY2025-26; core business is Beauty and Personal Care.
• Turnover split: Wholesale 45.24%, Retail online 54.76%.
• Exports direct to 27 countries and via merchants to 4; 31 international markets.
• Exports comprise 2.8% of standalone turnover; 182 offices nationwide.

Key ESG Risks & Opportunities

• Consumer safety and welfare identified as material risk and opportunity.
• Sustainable packaging and plastic neutrality; 15,500+ tonnes recycled to date.
• Water stewardship via Fresh Water for All; 1,500+ rural households served.
• Inclusive growth programs empower women; 18,000+ women certified; 48,000+ students educated.
• Scope 3 emissions disclosed; 23,096 MTCO2e; reduction plans in place.
• EPR applicable; waste collection plan aligned with PCB requirements.

Governance & Policy Highlights

• CSR Committee oversees sustainability; Board approves policies.
• Anti-bribery provisions embedded in Code of Conduct; intranet access.
• Policies mapped to NGRBC principles; extends to value chain partners.
• No material penalties; external policy reviews not reported.
• Code of Conduct accessible on the investor webpage.

Social Responsibility & Workforce

• Total employees 3,453; permanent 936; non-permanent 2,517.
• Board female representation 33.3%; KMP female 25%.
• Turnover: permanent 37.55% overall; male 38.39%, female 35.53%.
• Well-being spend 0.11% of revenue; LTIFR 0; comprehensive health benefits.
• Health/accident insurance coverage; 20+ wellness benefits.
• Grievance channels: internal chat platform and HR partners.
• Training: Board 6 sessions; KMP 6; Employees 162 programs; 62% coverage.
• MSME supplier share 44.88%; 96.90% inputs sourced from India.
• CSR: ₹59.99 lakh toward ECCD centers; 60 underserved children benefited.
• Aspirational District CSR: Haryana, Pataudi; ₹1.62 million spent.

Environmental Performance

• Non-renewable energy: 5,654.12 GJ; renewables: 0.
• Total energy: 5,654.12 GJ; intensity 0.00000025 per turnover.
• Water withdrawal: 430 kL; consumption: 86 kL; third-party water 430 kL.
• Water discharge to third parties: 344 kL.
• Scope 1: 34.70 tCO2e; Scope 2: 1,115.12 tCO2e; Scope 3: 23,096.01 tCO2e.
• Waste: total 163 MT; non-hazardous 163 MT; no incineration; disposal via other means 163 MT.
• PAT: No designated sites; EPR applicable and aligned with plan.

Stakeholder Engagement & Complaints

• Key stakeholder groups: Consumers, Customers, Employees, Communities, Shareholders/Investors, Vendors, Regulators.
• Engagement channels include website, email, ads, meetings; frequency as required.
• Customer complaints FY2025-26: 9,127 filed; pending 0.
• Employees complaints FY2025-26: 14 filed; pending 0.
• Communities and Investors complaints: 0 filed; Grievance policy links provided.

Other Notable Metrics

• Cybersecurity policy in place; data breaches: 0; product recalls: 0.
• AI-enabled customer support: 65–70% chat automation; CSAT 65%+; voice bot planned.
• Product labeling: Made Safe and Cruelty-Free (PETA) certifications showcased.
• Direct MSME supplier share: 44.88%; 96.90% inputs from India.
• CSR programs: Goodness in Every Step; ₹59.99 lakh; 60 ECCD beneficiaries; Haryana CSR spend ₹1.62 million.
• 13+ brands participate; Honasa Forest expansion: 6,500 trees planted; 14,000 saplings across 48 species.

AGM Details

• 10th AGM on Monday, 28 Sep 2026, 4:00 PM IST via VC/OAVM.
• E-voting/attendance cut-off: 21 Sep 2026.
• Remote E-voting from 24–27 Sep 2026.
• Record date for final dividend: 28 Aug 2026.
• No proxy facility due to VC/OAVM; quorum via VC/OAVM attendance.

Key Resolutions

• Ordinary: Adoption of standalone financial statements.
• Ordinary: Adoption of consolidated financial statements.
• Ordinary: Final dividend of ₹3 per share for FY2025-26.
• Ordinary: Re-appointment of Varun Alagh as Director (retirement by rotation).
• Special: Re-appointment of Subramaniam Somasundaram as Independent Director for a second five-year term (2027–2032).
• Ordinary: Approval for payment of commission to Non-Executive Directors up to 1% of net profits.

Voting Results

• Voting results to be declared post-AGM; not disclosed in this filing.

Dividend

• Final dividend proposed: ₹3.00 per equity share; record date 28 Aug 2026.

Director Changes

• Varun Alagh to be re-appointed; Whole-time Director; retirement by rotation.
• Remuneration drawn in FY2025-26: ₹48.40 million.
• Somasundaram re-appointed as Independent Director for second term, Feb 11, 2027–Feb 10, 2032.

Dividend and TDS update

• Board recommended maiden final dividend of ₹3 per share, subject to AGM approval on Sep 28, 2026.
• Record date for entitlement fixed at Aug 28, 2026.
• TDS on dividend will be deducted per IT Act 2025, rates vary by residency and PAN.
• Details for nil or lower TDS available in the TDS note.
• Last date to submit required documents is 10 September 2026.
• Documents to be submitted via KFin form ris.kfintech.com/form15/forms.aspx?q=0.
• Dividends paid electronically; warrants/cheques discontinued since Nov 18, 2025.
• Shareholders must update bank details and KYC with depository participants.
• Queries to einward.ris@kfintech.com and compliance@honasa.in; disclosure hosted on honasa.in.
• Board meeting on May 21, 2026 approved the dividend recommendation.

Acquisition update

• Acquisition of 58% Fluence Pharma stake called off on Aug 25, 2026 due to non-fulfilment of closing conditions.
• Company remains committed to Nutraceutical strategy and will evaluate other inorganic and organic opportunities.

Financial Performance

• Q1 FY27: 32% revenue growth; EBITDA ~INR110 crores; PAT INR90 crores.
• Volume growth 30.5%; cash generation ~INR83 crores; negative working capital.
• EBITDA uplift driven by mix benefits, A&P efficiency, and one-time opex benefit.

Portfolio & Brand Update

• Fragrance category entered; launched FIKN elixir-based brand with 12-hour stay.
• Second INR1,000-crore brand; Derma Co. offline traction; BTM Ventures ARR ~INR150 crores.
• Focus categories contributed ~85% of Q1 FY27 revenue.

Channel & Distribution

• GT and modern trade show share gains; face washes +350 bps; shampoos +160 bps.
• E-commerce growth >20%; emphasis on focus categories, quick commerce, and tier-2 geographies.
• Derma Co. distribution around 50,000 outlets; 80% online, 20% offline.

Margin & Cash Flow

• Q1 EBITDA margin ~12% (excluding one-time piece); seasonal lift ~50 bps.
• Management targets 100–150 bps annual margin expansion to 15% in five years.

Guidance & Outlook

• Five-year plan prioritizes growth over margin; core profitability to support new categories/brands.
• A&P spend to grow with profitable channel mix and brand momentum.

Q&A Highlights

• Growth trajectory: five-year high-teens CAGR; some years above the baseline.
• Mamaearth to deliver double-digit CAGR over five years; trajectory may vary year to year.
• QC data: category-level share tracked with partner data; not third-party audited.
• Younger brands: restage for Aqualogica; 6–9 month sharpening; planned actions for BBlunt, Dr. Sheth's.
• Margin discipline: prioritizing growth; Q2 seasonality may affect quarterly mix; reinvestments planned.
• Offline reach: INR3 lakh universe per AC Nielsen; Derma Co. growing offline with strong online contribution.