NGL Fine Chem Ltd

CSR corrigendum

• CSR spend FY26 corrected from ₹41.50 Crores to ₹41.50 Lakhs.
• Statutory CSR Obligation corrected from ₹51.61 Crores to ₹51.61 Lakhs.
• Correction pertains to non-statutory CSR figures; no financial statements impact.

Business overview

• Animal health specialist focused on veterinary APIs; operates three manufacturing facilities.
• Phase II expansion underway to support next growth leg.

Key operational highlights

• Q1FY27 volumes robust across segments and geographies.
• Forex MTM reversal boosted profitability in Q1FY27.
• Phase II capex on track; commissioning expected this quarter.
• Tarapur greenfield expansion capex ₹210 crore; capacity to meet demand.

Financial performance

• Q1FY27 revenue from operations ₹139.16 crore.
• Total income ₹146.59 crore in Q1FY27.
• EBITDA ₹23.29 crore; margin 16.73%.
• PAT ₹18.40 crore in Q1FY27.
• YoY revenue growth 33.57%.

Capital structure & liquidity

• Long-term borrowings ₹56.40 crore; short-term ₹52.02 crore (FY26).
• Cash and bank balances ₹5.11 crore (FY26).
• CFO FY26 ₹43.32 crore.

Strategic priorities & outlook

• Tarapur greenfield capex ₹210 crore funded via debt and accruals.
• Phase II on track; commercial production in H2 FY27.
• Longer-term growth driven by demand and operating leverage.

Risks & mitigation

• Margin moderation as price realisations normalise.
• Forex movements remain volatile; management emphasises earnings resilience.

Governance & leadership

• Management commentary by MD Rahul Nachane; no governance changes disclosed.

Fines by stock exchanges and board response

• NSE and BSE issued fines for delay in board meeting intimation under Reg 29(2)/29(3) LODR; fines paid.
• Fines: Rs 11,800 per exchange; total payable Rs 23,600 incl GST.
• Notices dated June 15, 2026; board comments presented at Aug 12, 2026 meeting.
• Delay deemed inadvertent; due to procedural lapse; board to bolster internal compliance monitoring.
• Management instructed to ensure strict adherence to timelines; fines remittance details to NEAPS.
• Waiver process outlined by exchanges; payment within 15 days; potential promoter share freezing if non-compliant.

Financial results approved

• Unaudited standalone and consolidated results for quarter ended 30 June 2026 approved.
• Limited Review Report by statutory auditors accompanies the results.
• Results prepared under Ind AS and SEBI LODR Regulation 33.
• Consolidated results include 100% subsidiary Macrotech Polychem Private Limited.

Audit and governance disclosures

• Auditors' review concluded no material misstatement.
• Board approval date: 12 August 2026 following Audit Committee review.

Overview

• Standalone BRSR for FY2025-26; NGL Fine-Chem is a pharmaceutical manufacturer.
• Exports cover 54 countries; exports account for over 75% of turnover.
• ESG framework centers on Environmental, Resilience, and Efficiency pillars.
• Reporting boundary is standalone; BRSR forms part of the Integrated Annual Report.

Key ESG Risks & Opportunities

• Regulatory/compliance ESG risk could impact operations and investor confidence.
• Occupational health and safety risk; mitigated through ISO 45001-based EHS management.
• Climate change exposes operations; strategy includes risk mitigation and energy efficiency.
• Waste, water, and energy management are material ESG issues.
• EPR applies to plastic packaging; plan aligned with MPCB requirements.
• Sustainable sourcing includes 69% inputs sourced sustainably.
• RPT-related transactions show concentration with top dealers, increasing governance focus.

Governance & Policy Highlights

• ESG oversight rests with the Board, emphasizing risk management and transparency.
• Code of Conduct covers anti-bribery; Whistleblower policy published on the website.
• No standalone anti-corruption policy; compliance integrated under SEBI LODR.
• No penalties or fines in FY2026.
• OH&S aligned to ISO 45001; one site ISO 14001 certified.
• External environmental assurances by MPCB and Green Envirosafe Engineers.
• CSR metrics disclosed: CSR turnover and net worth.

Social Responsibility & Workforce

• Total employees: 463; permanent 459 and workers 39.
• Male permanent employees: 424; female 35.
• Board gender representation: 33.33% female.
• Wellbeing spend: 0.30% of revenue.
• Retirement benefits: PF/Gratuity/ESI/Bonus coverage 100% where applicable.
• LTIFR: workers 1.33; employee LTIFR not reported.
• Training coverage: board/KMP 100%; employees 87%; workers 98%.
• Grievance mechanisms: whistleblower accessible to all employees and workers.
• Parental leave return-to-work: 2 returns; retention 100%.
• Union membership: 0% for permanent employees and workers.
• Human rights training coverage: 0%.

Environmental Performance

• Total energy: renewables 0; non-renewables 86,979.78 GJ.
• Energy intensity per turnover: 8e-9.
• Water withdrawal: 75,001 kL; discharge: 9,266.4 kL.
• ZLD with ETP; treated water reused or discharged to CETP.
• GHG emissions intensity per turnover is very low.
• Waste generated: 881.272 tonnes; plastic 3.575 t; e-waste 1.302 t.
• Recycling: 480.539 t; ETP sludge: 326.618 t; incineration 0.32 t; landfilling 157.1 t.
• ISO 45001 across all sites; ISO 14001 at one site; API expansion EIA approved.

Stakeholder Engagement & Complaints

• Stakeholders: investors, government/regulators, employees, customers, value chain partners.
• Engagement channels: website, email, meetings; frequency: annual/quarterly/event-based.
• No unresolved complaints in FY2026; unified redressal mechanism in place.
• Community engagement includes village meetings, water regeneration projects and tree plantation.
• Whistleblower/vigil mechanism accessible; policy uploaded on company site.

Other Notable Metrics

• Sustainable sourcing: 69% inputs sourced sustainably.
• Exports represent about 75% of turnover.
• RPT metrics: purchases from related parties 85%; sales 0.5%.
• Loans to related parties 12%; investments in related parties 8.68%.
• Top 10 dealers account for 53.26% of sales; total dealers 122.
• R&D intensity: 2.9%; capex intensity: 0.01%; capex 6.35 crore.
• CSR turnover: 48,219.04 Lakhs; net worth: 31,993.67 Lakhs.
• Data privacy policy posted; no data breaches in period.
• All plants compliant with environmental laws; API expansion EIA with independent agency.

AGM Details

• AGM scheduled for August 25, 2026 at 11:00 IST via VC/OAVM.
• Record date for voting/dividend entitlement: August 18, 2026.
• Deemed venue: Registered office of the company.

Resolutions Put to Vote

• Ordinary: Adopt audited standalone and consolidated financial statements and reports.
• Ordinary: Declare final dividend on equity shares.
• Ordinary: Appoint Rajesh Lawande, retiring director, for re-appointment.
• Special: Re-appoint Rajesh Lawande as Whole-Time Director for five years with remuneration up to ₹4 crore.
• Special: Re-appoint Sarala Menon as Independent Director for a second term.
• Ordinary: Ratify remuneration payable to Cost Auditor.

Dividend

• Proposed final dividend of ₹1.75 per share (aggregate ~₹108 lakh).

Director Changes

• Re-appointments: Rajesh Lawande as director; Sarala Menon as Independent Director.

Auditors & Remuneration

• Statutory auditors to continue for the next term.
• Secretarial auditors to continue for their term.
• Internal auditors appointed for the year.
• Cost Auditor remuneration approved (₹1,75,000 plus GST).

Related Party Transactions

• No material related party transactions requiring shareholder approval.

Other Material Approvals

• No Employee Stock Option Plan (ESOP) or stock options in force.

Voting Results

• Voting results for resolutions not disclosed in the filing.

Dematerialisation processing and listing

• Dematerialisation requests for quarter ended June 2026 were processed and confirmed as accepted/rejected to the depositories.
• Securities dematerialised have been listed on the stock exchanges where the original securities are listed.
• Security certificates received for dematerialisation were mutilated and cancelled after verification, with depositories' name substituted within prescribed timelines.