Privi Speciality Chemicals Ltd

Meeting Details

• Date & time: 18 August 2026, 09:00 am onwards.
• Type & mode: 1x1/Group Meeting, physical in Mumbai.
• Organised by: MOSL.
• Participants: Company officials to attend.
• Purpose: Discussions based on publicly available information for investors.
• Place: Mumbai.

Key resolutions

• Adoption of audited financial statements for the year ended March 31, 2026.
• Final dividend of ₹10 per equity share approved.
• Re-appointment by rotation of a director.
• Executive Director (Whole-time) appointed for three years from August 13, 2026.
• Remuneration payable to Cost Auditors for year ending March 31, 2027 ratified.

Voting outcomes

• Adoption of financial statements: passed, with near-unanimous support.
• Final dividend resolution: passed with high in-favour percentage.
• Director rotation: passed with minimal dissent.
• Executive Director appointment: passed with overwhelming support.
• Cost Auditor remuneration: passed, with minimal dissent.

Other governance matters

• No material related party transactions disclosed.
• No other material approvals reported.

AGM details

• No AGM details extracted from the provided text.

AGM Details

• 41st AGM held on August 7, 2026 via VC/OAVM.
• Meeting commenced at 4:00 p.m. IST.
• No physical attendance; proxies were not applicable.
• Remote e-voting available Aug 4–6, 2026, 9:00 a.m.–5:00 p.m. IST.
• Registered office treated as AGM venue.

Audit Reports

• Statutory and Secretarial Audit reports contained no qualifications or adverse remarks.
• CFO provided explanations/clarifications on shareholder queries.

Results & corporate actions

• Q1 FY27 unaudited standalone and consolidated results released; audit committee reviewed with unmodified conclusion.
• Single operating segment: Aroma Chemical.
• Final dividend proposed: Rs 10 per equity share, aggregating Rs 3,906.27 lakhs.
• Dividend subject to shareholders' approval at ensuing AGM.
• Scheme of Amalgamation with Privi Fine Sciences Pvt Ltd and Privi Biotechnologies Pvt Ltd filed with NCLT.
• NCLT filing date: June 25, 2026.
• Single Aroma Chemical segment per Ind AS 108.

AGM & AR access

• 41st AGM set for Aug 7, 2026 at 4:00 PM IST via VC/OAVM.
• Integrated Annual Report for 2024-25 accessible via company website; AR 2025-26 link provided.
• Letter to physical-holders without registered emails dispatched on 13 July 2026.

KYC & physical-holding updates

• Reminder to update KYC per SEBI circular May 7, 2024.
• PAN, nomination, contact, bank details must be updated for physical holders.
• From Apr 1, 2024, payments to physical folios require electronic mode only.
• KYC form formats ISR-1/ISR-2/ISR-3, SH-13/SH-14 available on website.

Communications & support

• Update email address to continue receiving important information.
• Shareholder queries via MUFG MPMS helpdesk.

Overview

• Standalone BRSR for FY2025-26; Aroma Chemicals business accounts for 100% turnover.
• Operates 8 domestic plants and 2 offices; 2 international offices in New Jersey and Rotterdam.
• Exports comprise about 66% of turnover; serves top fragrance houses and FMCG customers.
• Net Zero by 2050 with SBTi targets; 50.4% Scope1+2 by 2032; 35% Scope3 by 2034.
• Significant biodiversity effort: 88,000 trees planted in 3 years; target 120,000 by 2028.
• Certifications: ISO 9001/14001/45001/27001; EcoVadis Platinum; RSPO/TfS; UNGC signatory since 2023; COP submitted.
• Renewables: 10 MW open access solar; ~0.5-0.6 MW rooftop; 5 MW planned by Sept 2026; 15,000 MWh I-RECs.
• Governance: ESG Committee; Vigil Mechanism/Whistleblower; ABAC policy; risk management; SGS SEDEX audit; EY assurance on select metrics.

Key ESG Risks & Opportunities

• Water conservation: ZLD at all running plants; RO/MEE treatment; rainwater harvesting; internal reuse.
• Climate and carbon: Paris-aligned targets; energy transition; SBTi verified reductions; green procurement.
• Energy management: regular audits; equipment upgrades; expected cost savings from efficiency gains.
• Waste and circular economy: waste valorization; circular design; aim for zero landfill; recycling systems.
• Ethics/compliance: ABAC policy; whistleblower safeguards; strong internal controls and training.
• Occupational health and safety: ISO 45001 framework; extensive safety training; LTIFR zero; safety awards.
• Supply chain transparency: 90% inputs from sustainable sources; supplier audits; RSPO/FSC sourcing.
• Product design: sustainable innovation reducing footprint; lifecycle thinking; market differentiation.
• DEI and inclusion: leadership grooming; infrastructure for differently-abled; diverse talent benefits.
• Community and biodiversity: CSR aligned with UN SDGs; Miyawaki forests and crocodile conservation; RSPO/FSC suppliers.

Governance & Policy Highlights

• ESG Committee in place; board receives regular ESG updates and reviews.
• Key policies include ABAC, Vigil Mechanism/Whistleblower, Code of Conduct, Related Party Transactions, CSR.
• Policy approvals: board oversight on core policies; comprehensive risk and compliance management.
• Independent assurance: SGS SEDEX audit; EY reasonable assurance for select environmental data.
• Net Zero by 2050; COP to UNGC; SBTi targets validated; no material non-compliance reported.

Social Responsibility & Workforce

• Total employees and workers: 1,241 (756 employees; 485 workers).
• Gender representation: 1 female director among 6; 1 female KMP among 2.
• Turnover: permanent employees ~8.6%; workers turnover effectively 0%.
• Benefits: 100% health/accident coverage for permanent staff; PF, gratuity, and ESI coverage.
• Training: health/safety and skill training with 77–82% coverage; ISO/IMS related training.
• Grievance mechanism: three-tier system with two-week resolution; channels via HR and whistleblower policies.
• Equal opportunity and accessibility: Disability Act-compliant premises; formal equal opportunity policy.
• Value chain: 90% of partners assessed for health, safety and working conditions; 54% suppliers assessed for ESG.
• Parental transition support: transition programs to aid employability after retirement/termination.
• CSR focus: Education, Health & Hygiene, Environment; beneficiaries include ~6,500 health, ~10,000 environment, ~488 education.
• Union presence: limited or no formal union membership among employees/workers.

Environmental Performance

• Total energy: 2,767,392 GJ; renewable share 159,216 GJ; non-renewable 2,608,177 GJ.
• Total energy intensity: 0.0001136 GJ per rupee turnover; PPP-adjusted 0.000517.
• GHG emissions: Scope 1 243,070 MTCO2e; Scope 2 25,456 MTCO2e; total 268,526 MTCO2e.
• Scope 3 emissions: 224,566 MTCO2e; intensity 92.22 per crore turnover; 4.99 per MT production.
• Water withdrawal: 75.63 million L; consumption 69.14 million L; water intensity 0.028 KL/Turnover; 15.38 L/kg production.
• Water management: ZLD at multiple units; CETP discharges 64,960 KL; 69% treated effluent recycled.
• Renewables: 10.6 MW solar capacity; 15,000 MWh I-RECs; 100 kW rooftop; additional solar projects under planning.
• Waste: total 13,428 MT; recycle 29,047.68 MT; incineration 1,550.61 MT; landfill 5,955.39 MT; CETP or ETP residues.
• Air emissions: NOx 19.2 MT; SOx 57.31 MT; PM 11.16 MT; boundary changes noted.
• Waste and biodiversity: Miyawaki forests; 88,000 trees planted; RSPO/FSC suppliers; EcoVadis Platinum.
• Design for environment: zero landfill objective; CETP/ETP/ MEE-based water reuse; hazardous waste routed to authorized processors.

Stakeholder Engagement & Complaints

• Key stakeholders: regulators, industry bodies, customers, communities, suppliers, employees and investors.
• Engagement channels: emails, meetings, plant visits, trade associations, site newsletters; ongoing/per group.
• Communities: quarterly engagement; complaints channelled via local contacts and webpage policies.
• Shareholders: board/audit-comittee communications; quarterly investor meetings and SE disclosures.
• Customers: ongoing engagement; complaints managed through dedicated helpdesk and feedback loops.
• Investors: formal policy channels; grievance addresses via investors@privi.co.in.

Other Notable Metrics

• Life cycle assessment: Aroma Chemicals cradle-to-gate; 75% turnover tied to LC framework; public disclosure not provided.
• Sourcing: 90% inputs from sustainable sources; MSME/direct sourcing 6.61%; locally sourced 28.54%.
• Sustainability certifications: ISO 9001/14001/45001/27001; EcoVadis Platinum; RSPO/FSC; UNGC participation.
• Data privacy and cyber: Cyber Security policy in place; no data breach incidents reported.
• Product stewardship: 100% products/packaging information aligned with safety and disposal guidelines.

Financial highlights

• Revenue from operations at ₹2,582.92 Cr; up 21.7% YoY.
• EBITDA ₹665.45 Cr; margin 25.76%.
• Profit after tax ₹327.54 Cr; PAT margin 12.7%.
• Exports contributed 67% of revenue; volume 42,389 MT (↑6.5%).
• ROE 24.76%; ROCE 22.24%; net debt/equity 0.62x.
• Standalone EPS ₹91.50; Consolidated EPS ₹81.08.
• Consolidated PAT ₹31,672.10 Lakh; EPS ₹81.08.
• Capital structure improved; no equity dilution in FY2025-26.

Growth strategy & major developments

• 5K:1K plan targets ₹5,000 Cr revenue and ₹1,000 Cr EBITDA by FY30.
• Phase I expands to 66,000 MTPA by June 2027; Phase II by Sep 2027; Phase III by Sep 2028.
• Capex ≈₹1,400 Cr across three phases; funded largely by internal accruals.
• Backward CST processing sustains raw material security; CST site is world-leading (36,000 MTPA).
• PRIGIV JV with Givaudan SA: 51%/49%; INR 50 Cr additional funding; 25/42 molecules commercialised.
• Amalgamation scheme: PBPL & PFSPL with PSCL approved; completion expected by Dec 2026; SEBI approval received.
• Strategic partnerships with global F&F houses strengthen growth trajectory.

Operations & capacity

• 7 manufacturing units across two sites: Mahad (MH) and Jhagadia (Gujarat).
• Installed capacity 48,000 MTPA; CST/GTO backward integration 36,000 MTPA.
• 70% of raw materials from renewable sources; 10.6 MW solar capacity installed.
• R&D centers at Mahad and Nerul; 114 scientists; DSIR-recognised labs.
• Zero Liquid Discharge (ZLD) across units; biomass & renewable energy initiatives ongoing.
• Value-added streams convert by-products into high-margin molecules; enhances profitability.

Dividends, capital allocation & shareholder info

• Final dividend recommended: ₹10 per equity share; record date 31-Jul-2026; payment by 5-Sep-2026.
• No change in share capital; issued 39,062,706 shares of ₹10 each.
• Book closure 1–7 Aug 2026; e-payments and tax deduction at source as per law.
• Dividend Distribution Policy disclosed on company website.
• Scheme of Amalgamation awaiting regulatory approvals; potential consolidation of capabilities.

Governance, risk & compliance

• Board of 6 directors; 1 woman; 4 independent; 2 executive; 7 Board meetings in FY2025-26.
• Statutory audit: M/s B S R & Co. LLP; Secretarial: M/s Rathi & Associates; no material qualifications.
• CARO adverse remarks exist for Privi Speciality Chemicals Limited in Annexure A.
• Risk Management Committee actively monitors FX, commodity prices, credit risk, and compliance.
• IFRS/ESG standards alignment; EcoVadis Platinum rating attained; ESG governance strong.

ESG, sustainability & CSR

• EcoVadis Platinum rating; top 1% globally for environment, labour, ethics & procurement.
• 67% of revenue from renewable raw materials; 47% power from renewables; 10.6 MW solar installed.
• Plan to source 75% energy from renewables by 2032; net-zero ambitions by 2050 (SBTi).
• ZLD targets; rainwater harvesting; substantial tree-planting with 120,000 trees by 2028.
• CSR spend ₹271.37 Lakhs in 2025-26; 13.63 Lakhs unspent and carried to CSR account.

AGM, notices & regulatory disclosures

• 41st AGM to be held via VC/OAVM on 7 Aug 2026; remote e-voting 4–6 Aug 2026.
• Book closure 1–7 Aug 2026; Record date 31-Jul-2026.
• Dividend tax deduction at source; dividend payable by 5 Sep 2026.
• Scheme of amalgamation and proposed distributions disclosed; governance under SEBI/LodR norms.
• Notice of AGM and Annual Report available on company website and exchanges.