Neogen Chemicals Ltd

AGM details

• Date and mode: 21 August 2026 via VC/OAVM.
• Start time 5:00 PM; end time 6:31 PM.
• Record date: 13 August 2026.
• Remote e-voting: 18–20 August 2026.

Key resolutions

• Ordinary: adoption of standalone and consolidated financial statements.
• Ordinary: final dividend of Re. 1 per equity share.
• Ordinary: re-appointment of MD Harin Kanani (retiring by rotation).
• Special: authorize issuance of securities through permissible fund-raising modes.
• Ordinary: ratification of remuneration payable to cost auditor.

Voting results

• Resolutions 1, 2, 3, and 5 passed as Ordinary resolutions.
• Resolution 4 passed as Special Resolution.
• High overall approval; no material dissent reported.

Dividend

• Final dividend proposed/approved: Re 1 per equity share.

Director changes

• Dr Harin Kanani to be re-appointed as Managing Director; retires by rotation.

Auditor appointments

• Remuneration payable to Cost Auditor ratified; no change to statutory auditor.

Material related party transactions

• No material related party transactions disclosed.

Other material approvals

• None beyond the listed resolutions.

AGM Details

• AGM held on Friday, 21 August 2026, at 5:00 p.m. IST via VC/OAVM.
• Concluded at 6:31 p.m. IST.
• Remote e-voting: 18–20 August 2026; AGM e-voting during session.
• Quorum present; venue deemed at registered office via VC/OAVM.

Key Resolutions Placed

• Receive and adopt standalone and consolidated financial statements for FY 2025-26.
• Declare final dividend of ₹1 per equity share.
• Re-appointment of Managing Director Harin Kanani by rotation.
• Authorize issuance of securities through permissible fund-raising modes.
• Ratify remuneration payable to Cost Auditor.

Voting Results

• Voting results to be declared within 2 working days; scrutinizers report to be shared.
• Consolidated results to be posted on company and stock exchange websites.

Dividend Details

• Final dividend proposal: ₹1 per equity share.

Director Changes

• MD Harin Kanani to be re-appointed by rotation.

Auditor Remuneration

• Remuneration payable to Cost Auditor to be ratified.

Key holdings and transaction

• Target: Neogen Chemicals Limited.
• Disclosing Party: SBI Funds Management Limited (not promoter).
• Transaction: disposal of equity shares.
• Pre-transaction holding: 8.5930% of paid-up capital.
• Shares sold: 2,11,931 shares (0.7740%).
• Post-transaction holding: 6.0280% (16,50,555 shares).
• Date of transaction: 18 August 2026.
• Mode: not disclosed.

Disposal by SBI Mutual Fund in Neogen Chemicals

• Target Company: Neogen Chemicals Limited.
• Disclosing Party: SBI Mutual Fund (not promoter group).
• Transaction Type: Disposal of voting rights.
• Pre-Transaction Holding: 18,62,486 shares, 6.8019%.
• Transaction Details: Sold 2,11,931 shares (0.7740%) via Market Sale on 18-Aug-2026.
• Post-Transaction Holding: 16,50,555 shares, 6.0280%.
• Mode of transaction: Market Sale.
• Share Capital Before/After: Rs. 27,38,16,740; 2,73,81,674 shares.
• Total diluted share capital after: N.A.
• Date of transaction: 18-Aug-2026.

Book closure and dividend

• Book closure: Aug 14–21, 2026 (inclusive) for dividend entitlement.
• Purpose: determine dividend entitlement subject to 37th AGM approval.
• Record date: Aug 13, 2026 for remote e-voting and final dividend eligibility.
• Event: 37th AGM to approve dividend.
• Security: equity shares.
• Dividend: final dividend for FY ended Mar 31, 2026, subject to AGM approval.

Overview

• Standalone BRSR for FY2025-26; bromine compounds, intermediates, and contract manufacturing.
• Organic chemicals 87.13%, inorganic chemicals 12.87% of turnover.
• Standalone boundary covers Thane (HQ) and Vadodara; plants at Mahape, Karakhadi, Patancheru, Dahej.
• Exports to 36 countries; exports form 29.17% of turnover.
• Bureau Veritas provided reasonable assurance on BRSR Core KPIs.

Key ESG Risks & Opportunities

• Energy management risk; mitigated by energy-saving assessments, renewables, and smart energy systems; negative financial impact.
• Occupational health and safety risk; mitigated by H&S management plan and process safety protocols.
• Water and effluent risk; 100% wastewater treatment; Dahej ZLD; STPs incur costs.
• Waste management risk; disposal at authorized landfills and incinerators.
• Climate change risk; renewable energy, energy efficiency, CCUS exploration.
• GHG reductions achieved; Scope 2 down 58%, Scope 1 down 9% in FY25-26; Scope 3 planned by 2028.
• MSME procurement share rose to 25% in FY25-26; target 35% by FY26-27.
• 53% of wages linked to rural/semi-urban employment; local employment emphasis.

Governance & Policy Highlights

• ESG governance via Risk Management Committee; CSR and Stakeholders Relationship Committees; ESG integrated into risk oversight.
• Policies include anti-corruption, whistleblower, human rights; Code of Ethics approved by the Board.
• Assurance: Bureau Veritas engaged for BRSR Core indicators; reasonable assurance obtained.
• FY25-26 penalties across regulators; some waivers/appeals pursued; multiple regulatory actions noted.

Social Responsibility & Workforce

• Total workforce 989: 392 permanent employees; 597 workers.
• Female representation: Board 13%; Key Management Personnel 50% female.
• LTIFR 0; total injuries employees 3; workers 18; no fatalities.
• All employees/workers have health/accident insurance; maternity/paternity benefits; 100% accessibility for differently abled.
• Well-being spend 0.90% of revenue; extensive engagement and CSR programs.
• 100% HR-related human rights training for employees/workers; POSH and whistleblower protections in place.
• Whistleblower and POSH mechanisms protect complainants; Audit Committee leads investigations.

Environmental Performance

• Total energy 123,629.98 GJ; renewables 4,312.45 GJ; non-renewables 119,317.53 GJ.
• GHG emissions: Scope 1 10,411.62; Scope 2 5,557.85 tCO2e.
• Emission intensity: 0.19 tCO2e per INR lakh turnover.
• Dahej ZLD facility treats all wastewater; 100% wastewater treated at Dahej; CT/ETP networks at sites.
• Waste: total 5,185.47 MT; recycled 3,312.69 MT; incinerated 2,269.29 MT; landfilled 13.91 MT.
• ISO 45001:2018 certifications across Dahej, Karakhadi, Mahape, Patancheru.

Stakeholder Engagement & Complaints

• Stakeholder groups: shareholders, customers, employees, regulatory bodies, suppliers, local communities.
• Engagement channels: website, reports, emails, surveys; frequency from monthly to annual.
• Customer complaints: 10 filed FY25-26; 0 pending; 11 filed FY24-25; 0 pending; all resolved.
• Shareholder complaints: 0 FY25-26; 1 in FY24-25; resolved.
• Whistleblower/POSH policies enable confidential grievance redressal; Audit Committee oversees investigations.

Other Notable Metrics

• MSME input sourcing 25% in FY25-26; 79% of inputs sourced from India.
• Related party transactions: purchases 0.63%; sales 3.02%; loans/investments 100%.
• Affiliations with 14 trade/industry chambers; top associations include FGI, ICC, CII, FICCI, ASSOCHAM.
• No product recalls or data breaches reported; robust cybersecurity framework in place.

AGM Details

• AGM on August 21, 2026 at 5:00 PM IST via VC/OAVM.
• Cut-off/record date for voting: August 13, 2026.
• Register of members and transfer books closed August 14–21, 2026.
• Remote e-voting from August 18–20, 2026; AGM e-voting on August 21.
• Integrated Annual Report and AGM notice available on the company website.

Dividend

• Final dividend of Re 1 per equity share, subject to AGM approval.

Ordinary Resolutions

• Adoption of standalone financial statements for the year ended March 31, 2026.
• Adoption of consolidated financial statements for the year ended March 31, 2026.
• Re-appointment of Dr Harin Kanani as Managing Director.
• Ratification of remuneration payable to Cost Auditor for FY2026-27: ₹4,75,000 plus taxes.

Special Resolution

• Special resolution to authorize fund-raising by issuing securities up to ₹600 crore via QIP.

Auditor Appointments

• Cost Auditor Kishore Bhatia & Associates to audit cost records for FY2027 at ₹4,75,000.

Financial Highlights

• FY25-26 standalone revenue: ₹855.49 Cr.
• FY25-26 consolidated revenue: ₹861.96 Cr.
• FY25-26 standalone EBITDA: ₹151.26 Cr.
• FY25-26 consolidated EBITDA: ₹137.29 Cr.
• Standalone EBITDA margin: 15.9%.
• Consolidated EBITDA margin: 16%.
• PAT standalone: ₹46.96 Cr.
• PAT consolidated: ₹28.75 Cr.
• Final dividend proposed: ₹1 per equity share.
• Dahej fire: net claim ₹188.96 Cr.

Meeting Details

• Date and time: July 27, 2026 at 04:00 p.m.
• Type: Analysts/Investors Conference Call; mode: virtual.
• Organizer: Neogen Chemicals Limited.

Participants

• Company participants: Company Secretary and Compliance Officer.

Purpose

• Purpose: discuss outcome of analysts/investors conference call.

Additional Notes

• Audio recording of the call is hosted on the company's website.