Rashtriya Chemicals and Fertilizers Ltd

NCD issue plan

• Board approved issuance of Secured/Unsecured Non-Convertible Debentures (NCDs) in one or more series.
• Aggregate amount up to Rs 1,100 crore over the next 12 months via private placement.
• Shareholders' approval at the ensuing AGM is required.
• Instrument is Secured/Unsecured NCDs; pricing, tenure not disclosed.

Key highlights

• Board approves Q1 FY27 standalone and consolidated results; revenue from operations Rs 3,585.71 crore.
• Total income Rs 3,621.15 crore; PAT standalone Rs 74.29 crore; PAT consolidated Rs 73.53 crore.
• EPS (Consolidated) Basic and Diluted at Rs 1.33.
• Operating margins: standalone 6.13%; consolidated 6.11%.
• Plan to issue debentures up to Rs 1,100 crore via private placement.
• Energy-norm revision reduces subsidy income; total impact Rs 171.54 crore.
• Thai unit energy norm now 5.984 Gcal/MT until 31 Mar 2028.
• Gas pooling adjustments; DoF receivable Rs 79.84 crore.
• Disputed GAIL pool price differential Rs 123.57 crore; DoF review ongoing.
• JV contributions: Talcher Fertilizers net loss Rs 0.76 crore; Urvarak Videsh net loss Rs 0.
• Current quarter subsidy income recognized Rs 27.76 crore.

Interest payment details (NCD INE027A08028)

• ISIN: INE027A08028.
• Issue size: Rs 300 crore.
• Interest amount due: Rs 23.97 crore.
• Interest frequency: yearly.
• Record date: July 17, 2026.
• Due date: August 7, 2026.
• Actual payment date: August 7, 2026.
• Interest paid: Rs 23.97 crore.
• Last payment date: August 7, 2025.
• Reason for delay: Not applicable.

Senior Management Change

• Change: Promotion to General Manager, IPD; effective July 1, 2026 (promotion dated July 24, 2026).
• Profile: B.Sc., MBA; SAP-certified; 27 years in industrial marketing; currently heading IPD.
• Reason: Internal promotion to GM IPD.

Rating Action

• ICRA reaffirms RCFL ratings on NCDs, term loans, bank limits and CP.

Instruments and Ratings

• NCDs: Rs 1,200 crore; [ICRA] AA (Stable).
• Term Loans: Rs 3,500 crore; [ICRA] AA (Stable).
• Fund-based-others: Rs 500 crore; [ICRA] AA (Stable)/A1+.
• Cash Credit: Rs 1,100 crore; [ICRA] AA (Stable).
• Commercial Paper: Rs 3,000 crore; [ICRA] A1+.
• SBI Term Loans: Rs 90 crore; [ICRA] AA (Stable).
• HDFC Bank Term Loans: Rs 2,200 crore; [ICRA] AA (Stable).
• Axis Bank Term Loans: Rs 72 crore; [ICRA] AA (Stable).
• CTBC Bank Term Loans: Rs 130 crore; [ICRA] AA (Stable).
• Emirates NBD Bank PJSC Term Loans: Rs 285 crore; Rating Not Applicable.
• Proposed Term Loans: Rs 723 crore; Rating Not Applicable.
• SBI Cash Credit: Rs 1,100 crore; [ICRA] AA (Stable).
• Axis Bank Non Fund-Based Facilities: Rs 500 crore; [ICRA] AA (Stable)/A1+.

Bank Limits (Annexure)

• Total bank limits rated: Rs 5,100 crore.

Rationale

• Rationale not disclosed in this release; reaffirmation across all rated RCFL instruments.

Outlook

• Outlook: Stable.

Material Changes

• No material changes noted; ratings reaffirmed.

Dematerialisation status

• Dematerialisation requests processed and confirmed; securities listed on exchanges.
• Physical certificates for dematerialisation mutilated and cancelled; depository registered owner substituted within timelines.
• No rematerialisation requests received.
• No exceptions, delays, or non-compliance reported.

Fundraising approval

• Board approved raising via fresh equity FPO up to ₹1,500 crore, subject to shareholder, DoF and DIPAM approvals.

MOA amendment and adoption

• Approval for amendment and adoption of MOA and Main Objects per Companies Act 2013, subject to approvals.

MOA changes overview

• Annexure 1 outlines MOA changes including energy, water, agro-chemicals, and related business expansions.

Regulatory approvals required

• Approvals required: shareholder approval, Department of Fertilizers, and DIPAM.

Timing and implementation

• Board meeting held July 7, 2026; MOA amendments to be implemented upon approvals.

Meeting Details

• Meeting date: July 7, 2026; time and venue not disclosed.

Key Agenda Items

• Consider and approve funds raise via a Further Public Offer (FPO) of equity shares.
• FPO to be subject to statutory/regulatory approvals, including shareholders, DOF, and DIPAM.

Other Notes

• Trading window closed for Designated Persons and their immediate relatives per letter dated June 25, 2026.