Resonance Specialties Ltd

Resolution details

• Purpose: Ordinary resolution to approve RPT with KLPL.
• Subject: Slump-sale purchase of KLPL's Mandideep facility for Rs 29.98 cr.
• Type: Ordinary resolution per Listing Regulations and RPT policy.
• Threshold: 10% of annual turnover; proposal 33.22% of FY25-26 turnover.
• Consideration: Rs 29.98 crore; payable on slump sale basis.
• Facility details: Plot No. 6 Mandideep, land 22,304 sqm; buildings 5,227 sqm.
• Promoter interests: Mr Prashant Godha and Mr Charchit Jain disclosed.
• Shareholding link: KLPL indirect stake in Makers; Makers holds Resonance 45.48%.
• Voting: Electronic-only, e-voting period 20 Aug 2026 to 18 Sep 2026; NSDL appointed.
• Outcome: Results to be announced within 2 working days after e-voting.
• Audit committee approval; minimum information disclosed per SEBI Circular.
• Cut-off date: Members on Aug 14, 2026 eligible.

AGM and annual report logistics

• 37th AGM scheduled for Aug 4, 2026 at 12:30 PM IST via VC/OAVM.
• Annual Report FY2025-26 available on company website.
• E-voting cut-off date is July 28, 2026.
• Shareholders without registered emails were issued letters with Annual Report access link.
• Encourages members to register/update emails and dematerialize physical holdings.
• Annual Report access path: Home > Investors > Annual Report.

Financial snapshot

• Total income ₹9,188.93 lakhs in 2025-26, up from ₹7,878.69.
• Net profit after tax ₹1,039.58 lakhs, up from ₹656.62.
• EPS ₹9.01; BVPS ₹63.44.
• Dividend recommended ₹1 per share (10%).
• Net worth ₹7,323.77 lakhs; ROE 19.48%.
• Borrowings ₹206.01 lakhs; CRISIL BBB-/Stable on ₹14 crore facilities.

Geography & customers

• Export revenue ₹5,355.06 lakh; domestic ₹3,669.69 lakh.
• Top export markets: USA ₹1,641.22; China ₹2,387.11; Europe ₹926.64.
• Sinochem Hebei Corporation accounted for 16.40% of sales.

Dividend & capital structure

• Record date fixed 28 July 2026.
• Promoter shareholding: Makers Laboratories 45.48%; Kaygee Investments 8.77%.
• Equity share capital ₹1,154.40 lakhs.
• Dividend payable if approved: ₹115.44 lakhs.
• Postal ballot approved reappointments of Patadia and Verma; Dhara Shah appointed independent director.

Debt & liquidity

• Term loan from Yes Bank ₹206.01 lakh; current ₹103.11.
• Working capital facility: ₹8 crore.
• Letters of credit outstanding: ₹501.51 lakh.
• Net debt ₹189.40 lakh; gearing 2.65%.
• Cash at banks ₹17.97 lakh; total cash ₹60.31 lakh.

Related party transactions

• Related party: Kaygee Laboratories Private Limited; cap up to ₹40 crore per year.
• FY2025-26 RPT with KLPL for sale/purchase of materials ₹17.36 crore.
• Other related parties: IPCA Laboratories, Makers Laboratories, Unichem Laboratories.
• RPT approvals: Audit Committee/Board; shareholder approvals as needed.

Governance & management

• Board of six; Raj Kamal Prasad Verma appointed Chairman Feb 4, 2026.
• Archana Yadav ceased Feb 8, 2026; Dhara Shah appointed independent director Feb 4, 2026.
• Charchit Jain is Whole-time Director and CFO.
• Statutory auditors: Kailash Chand Jain & Co; Cost auditors: Poddar & Co.
• CSR Committee: ₹13.00 lakh spent; 2% of average net profit ₹12.70 lakh.

Audits & risk

• Independent auditor Kailash Chand Jain & Co; unmodified auditor’s report.
• Secretarial audit: Alok Khairwar & Associates; no adverse remarks.
• Contingent liabilities ₹202.38 lakh; includes MPCB, tax matters.
• Internal controls: adequate; Annexure B issued.

CSR & sustainability

• CSR policy disclosed; CSR activities include healthcare and education contributions.
• Donations: Anvi Medical & Educational Foundation; Chandanvan Charitable Trust.
• CSR disclosure aligns with Section 135 requirements; CSR spend ₹13.00 lakh.

AGM Details

• Date and time: 4 Aug 2026, 12:30 PM; mode: VC/OAVM.

Dividend Proposal

• Dividend of Re 1 per share (10% of face value) proposed, subject to approval.

Record Date

• Record date fixed July 28, 2026 for dividend entitlement.

Voting Window

• Remote e-voting from July 31, 2026 9:00 AM to August 3, 2026 5:00 PM.

Access to Materials

• Notice and annual report available electronically; e-voting details on NSDL site.

Record date details

• Record date: 28 July 2026.
• Dividend entitlement: Re 1 per share (10% of Rs 10) if approved.
• Payment date: on or before 28 August 2026.
• Book closure: not applicable.
• Security: Equity shares.
• Purpose: AGM with dividend entitlement.

Dematerialisation and record update status

• Dematerialisation requests processed; securities confirmed (accepted/rejected) to depositories by the RTA.
• Securities dematerialised have been listed on the stock exchanges where earlier issued.
• Physical certificates received for dematerialisation mutilated and cancelled after verification.
• Depository name substituted as registered owner in the register of members within 15 days.