Mirc Electronics Ltd

Onida Electronics Limited: Closure of Trading Window from 1 October 2026 till 48 hours from the declaration of the unaudited financial results for the second quarter and half-year ended 30 September 2026

AGM details

• 45th AGM held on 23 September 2026 at 3:30 p.m. IST via Video Conferencing.
• Scrutinizer's Report on voting consolidated results enclosed.

Resolutions and outcomes

• All resolutions placed for voting passed with requisite majority.

AGM Details

• 45th AGM held 23 September 2026 via Video Conferencing; duration 3:30 PM to 4:03 PM IST.

Resolutions Put to Vote

• Adopt audited financial statements for year ended 31 March 2026 — outcome not disclosed.
• Re-appoint Vijay Mansukhani, retiring by rotation — outcome not disclosed.
• Appoint Statutory Auditors and fix remuneration — outcome not disclosed.
• Re-designate Kaval Mirchandani as Whole-Time Director; remuneration payable — outcome not disclosed.
• Approve appointment of Manish Desai as Director — outcome not disclosed.
• Approve appointment of Manish Desai as Whole-Time Director; remuneration — outcome not disclosed.
• Approve appointment of Gunjan Srivastava as Director — outcome not disclosed.
• Approve appointment of Gunjan Srivastava as Managing Director (KMP) — outcome not disclosed.
• Approve appointment of Jayesh Gandhi as Independent Director — outcome not disclosed.
• Ratify remuneration of Cost Auditors for year ending 31 March 2027 — outcome not disclosed.

Key terms and approvals

• Warrants convertible into equal equity shares; Face value ₹1; issue price ₹35.20 per warrant.
• Total warrants allotted: 7,386,362 to three public investors.
• Aggregate issue price: ₹25,99,99,942.40; 25% upfront paid: ₹6,49,99,985.60.
• Warrant exercise period: up to 18 months from allotment.
• Post-allotment, no change in issued, subscribed, and paid-up capital.
• Post-allotment investors: Resonance Opportunities Fund; Nexta Enterprises LLP; Aamara Capital Private Limited.
• Number of investors: 3.
• Approvals: EGM 8 Jun 2026; BSE/NSE in-principle 1 Sep 2026; Finance Committee 17 Sep 2026.
• Warrants lapse if not exercised by expiry.

AGM notice and related disclosures

• 45th AGM of Onida Electronics Limited to be held on 23 Sep 2026 at 3:30 PM IST via VC/OAVM.
• Annual Report for FY2025-26 is available at onida.com; direct link provided.
• Cut-off date for emailing addresses for sending the AGM materials is Aug 28, 2026.
• KYC updates per SEBI circular required for physical holders; electronic payments mandated from Apr 1, 2024.

Financial performance

• Revenue from operations stood at ₹660.01 crore for FY2025-26.
• Total income was ₹670.83 crore in the year.
• Net loss after tax amounted to ₹74.74 crore.
• EPS (basic and diluted) at ₹-2.45 after exceptional items.
• No dividend proposed for FY2025-26.
• Revenue declined YoY to ₹660.01 cr from ₹746.69 cr.
• Cash from operating activities was negative ₹107.18 crore.
• Balance sheet shows total assets ₹523.62 crore and equity ₹237.78 crore.

Product mix highlights

• LED/Smart Televisions revenue ₹160.74 crore in FY2025-26.
• Air conditioners revenue ₹247.93 crore, down 27.2% YoY.
• Washing machines revenue ₹70.87 crore, down 13.3%.
• Contract manufacturing revenue ₹145.16 crore in FY26.
• Finished goods revenue ₹251.92 crore; contract manufacturing ₹145.16 crore.

Fundraising & liquidity actions

• Rights issue of 4,94,89,845 equity shares raised ₹49.49 crore.
• Preferential allotment of 88,94,900 equity shares raised ₹149.52 crore.
• Private placement of 6,000 NCDs raised ₹60 crore.
• Total funds raised ₹199.01 crore; allocated to working capital and general purposes.
• Utilisation: ₹112.52 crore for working capital; ₹37.00 crore for general corporate purposes.

Governance & leadership changes

• Gulu Mirchandani resigned as CMD on 20 May 2025.
• Vijay Mansukhani appointed Chairman & MD from 21 May 2025.
• Kaval Mirchandani redesignated as Whole Time Director/MD on 26 May 2025.
• Sasha Mirchandani appointed Additional/Promoter NED in May 2025; regularised August 2025.
• Gunjan Srivastava appointed CEO from 1 Feb 2026.
• Jayesh Gandhi appointed Independent Director from 4 July 2026.
• ASA & Associates LLP resigned; M M Nissim & Co LLP appointed as Statutory Auditors.
• Board met eight times in 2025-26; Audit & other committees largely independent.
• ESOP 2023: outstanding 18,32,889 options; 9,33,145 forfeited.

Audit & internal controls

• Internal financial controls show material weaknesses in B2G balances and related documentation.
• Secretarial Audit: no qualifications; appointment extended to 2029.
• Auditors’ report notes no fraud; management and board maintain control processes.

Related party transactions & ESOP

• No material related-party transactions; policy published on onida.com.
• Remuneration disclosures and related party balances are noted in annual report.
• ESOP 2023: 18,32,889 options outstanding; 9,33,145 options forfeited; 0 granted in 2026.

Outlook & risks

• Outlook for FY2026-27 is positive amid domestic durables growth and premiumisation.
• Risks include import dependence, currency volatility, and stricter energy/e-waste norms.
• Management focuses on cost control, efficiency, and higher-margin brand revenue.

Contingent liabilities & commitments

• Contingent liabilities include bank guarantees and tax/duty demands; ongoing appeals.
• Contracts for capital commitments remaining to be executed reported.

ESG & regulatory disclosures

• EPR obligations recognised; CPCB rate adjustments led to additional expense.
• The company complies with insider trading, whistle-blower policy and risk management policies.

Wada factory mutual settlement

• Understanding reached with majority permanent workers' union at Kudus, Wada factory for mutual settlement.
• Majority of permanent workmen tendered their resignations and agreed to settlement terms.
• Disclosure made under Regulation 30 of SEBI LODR.