Linde India Ltd

Financial results approved

• Unaudited standalone and consolidated results for quarter ended 30 June 2026 approved.
• Limited Review Report by PwC attached; results to be uploaded on the website and published in newspapers.

Key appointments

• Vikash Dokania appointed Chief Financial Officer, effective 15 September 2026.
• Ajay Kumar Sah, Interim CFO, will demit office on 14 September 2026.

Regulatory and compliance disclosures

• SEBI-related party transactions with Praxair: shareholders did not approve RPT threshold at 5 March 2026 EGM.
• SEBI order requires aggregate materiality test for related party transactions; valuation by NSE-appointed registered valuer.
• Valuation report dated March 16, 2026 received; to be placed before Audit Committee and Board.
• Stock-exchange disclosure to summarize key observations from the valuation report.
• Supreme Court admitted the appeals; final outcome on valuation awaited.
• Management notes uncertainties around regulatory outcomes; impact not presently determinable.

Board meeting adjournment and agenda

• Board adjourned to 11 August 2026 to consider unaudited financial results for quarter ended 30 June 2026.
• Original meeting date was 10 August 2026.
• Agenda remains to approve unaudited standalone and consolidated results.
• Trading window closure announced earlier; no reopening date stated.
• Reason for adjournment: discussion on a few agenda items.

Overview

• Standalone BRSR for FY2025-26 covers Linde India’s operations across 24 plants, 2 warehouses, 5 offices, 4 guest houses.
• Main activities: gas manufacturing (84.10% turnover) and utility project engineering (15.90% turnover).
• Assurance provided on a reasonable basis by Price Waterhouse & Co Chartered Accountants LLP.

Key ESG Risks & Opportunities

• Material ESG risks and opportunities include decarbonization, climate risk, safety, and diversity initiatives.
• Decarbonization offers cost benefits via low-carbon power sourcing and lower GHG intensity.
• Occupational and distribution safety targeted to improve safety and productivity.
• Diversity and inclusion viewed as talent and performance drivers with positive implications.
• Climate change poses risks requiring resilience and adaptation measures across operations.

Governance & Policy Highlights

• Managing Director is the top authority for ESG implementation and oversight.
• Board-approved policies include Code of Integrity, Whistle Blower, Human Rights, Anti-Bribery, CSR, and more.
• Policies extend to value chain partners with supplier codes of conduct and procedures.
• ISO certifications: 9001, 14001, 45001, and 17025 across sites.
• BRSR Core is independently assured by PwC; NGRBCs reviewed by directors/board committees.

Social Responsibility & Workforce

• Total workforce: 1,696 employees and 723 workers; board women represent 33% (2 of 6).
• LTIFR for workers: 0.10; total recordable injuries: 1.
• 100% health, accident, and maternity benefits coverage for employees and workers.
• CSR initiatives include turbine donation to IIT Kharagpur, reusable bags, driver training, biker safety, STEM programs.

Environmental Performance

• Total energy: 6,877.12 TJ; renewable energy share: 12.70% (21.97% excluding customer energy).
• GHG emissions: Scope 1 15,597.57 MT CO2e; Scope 2 1,144,957.07 MT CO2e; total 1,160,554.64 MT CO2e.
• Energy intensity: 0.27 TJ per ₹1m turnover; 0.20 MT CO2e per MT output.
• Water: withdrawal 3,248,674 kL; consumption 2,626,197 kL; discharge 622,477 kL.
• Waste: total 291.45 MT; recycled 38.66 MT; disposed 252.79 MT; 0.13% of waste recycled.

Stakeholder Engagement & Complaints

• Stakeholders include shareholders, employees, customers, suppliers, and communities; engagement via AGM, disclosures, townhalls.
• Shareholders filed 53 complaints in FY2025-26; 5 pending; 31 resolved subsequently.
• Customers filed 276 complaints; 30 pending; mechanisms include Anubhav complaint tool.
• Value-chain engagement: 80% of partners assessed for health, safety and wages.

Other Notable Metrics

• RPTs: purchases from related parties 33.96%; top 10 suppliers account for 70.22% of purchases.
• Accounts payable days: 91.2 days; independent assurance on BRSR Core indicators by PwC.
• Data privacy and cyber security policy in place; no material data breaches reported in FY2025-26.
• Zero Liquid Discharge (ZLD) implemented at Taloja; ongoing water and waste reduction programs.

agm details

• Date/time/mode: 13 August 2026, 10:00 IST, VC/OAVM.
• Venue deemed: Registered Office of the company.
• Book closure: 7 August to 13 August 2026 (both days inclusive).

resolutions put to vote

• Adopt audited standalone and consolidated financial statements (ordinary).
• Declare dividend for the year ended 31 March 2026 (ordinary).
• Re-appoint director retiring by rotation – Michael James Devine (ordinary).
• Ratify remuneration of Cost Auditors for year ending 31 March 2027 (ordinary).

dividend details

• Dividend proposed: 120% (Rs 12 per equity share).
• Composition: 40% normal, 80% special (Rs 4 and Rs 8 respectively).
• Dividend payable subject to AGM approval; date around 31 August 2026.
• Dividend outflow estimated at Rs 1,023.41 million.

director changes

• Mr Abhijit Banerjee stepped down as Managing Director on 31 December 2025.
• Mr Milan Sadhukhan appointed MD from 1 January 2026; formal approval via postal ballot on 13 February 2026.
• Mr Michael James Devine to be re-appointed as Director (Ordinary).

auditors

• Statutory auditors: Price Waterhouse & Co Chartered Accountants LLP; 5-year tenure to 2027.
• Remuneration for year ended 31 March 2026: Rs 10.07 million.
• Secretarial auditors: P. Sarawagi & Associates.
• Cost auditors: Mani & Co.; cost audit remuneration for ratification at AGM: Rs 2.30 lakh.

material related party transactions

• Extraordinary General Meeting on 5 March 2026: approval sought for RPTs with Praxair.
• Aggregate proposed value: Rs 4,177 million for 2025-26.
• Promoter voting: The BOC Group Ltd did not vote.
• Outcome: Ordinary resolution defeated.

other material approvals

• Dividend Distribution Policy attached to Annual Report; available on company website.

Target overview

• Zenataris Renewable Energy Private Limited, SPV of Fourth Partner Energy, operates renewable power projects in India.

Deal details

• Investment of Rs 69.9099 crore completed on 13 July 2026.
• Allotted 82,93,001 equity shares at Rs 10 face value and Rs 74.30 premium.
• Post allotment stake: 26.77%.

Purpose and regulatory

• Purpose: purchase of renewable power under captive mechanism.
• Open access transmission permission obtained for generator.

Consideration and timing

• Consideration: cash; final tranche in Rs 105 crore plan.

Background of target

• Incorporated on 8 October 2018; engages in renewable energy generation and sale in India.
• SPV of Fourth Partner Energy Private Limited.

Dematerialisation/rematerialisation status

• KFin Technologies Limited certificate dated 3 July 2026 confirms Reg 74(5) compliance for quarter ended 30 June 2026.
• NSDL/CDSL confirmations state details of dematerialised/rematerialised securities were furnished to all stock exchanges.

Volume spurt compliance

• No board-approved matters requiring Regulation 30 disclosures as of date.
• Company has publicly disclosed all matters to exchanges per SEBI LODR; volume spurt remains uncorrelated.
• Any future matters will be disclosed in compliance with Regulations.
• No material impact on operations or strategy reported.