Sudarshan Chemical Industries Ltd

Transaction highlights

• Definitive Asset Sale and Transfer Agreement signed with Clariant Additives (Switzerland) AG.
• Muttenz site to convert supply relationship into direct ownership by Sudarshan.
• Completion is expected on or around 4 January 2027, subject to conditions.
• Workforce at Muttenz will continue under Sudarshan.
• Aluminium Dyes portfolio includes Sanodal, Sanodure, Sanodye, Anodal.
• Transaction structured as asset purchase; completion subject to customary conditions.
• Acquisition secures long-term continuity and enables future product innovations.

Parties

• Parties: Sudarshan Switzerland SLO AG and Clariant Additives (Switzerland) AG.

Purpose

• Acquisition of aluminium dyes plant in Muttenz via asset sale.

Key terms

• Base price CHF 7,000,000 plus inventory value as determined.
• Transfer of possession on completion; subject to conditions precedent.

Related party status

• Not a related party transaction.

Impact

• Direct ownership of Muttenz plant; converts supply relation into owned asset.

Other disclosures

• Transaction subject to conditions precedent.
• Transfer of possession and related records on completion.

Termination / amendment

• No termination or amendment disclosed.

Financial Performance

• Q1 FY2027 revenue from operations: Rs.2642 Crores
• Q1 FY2027 business EBITDA: Rs.247 Crores
• Q1 FY2027 reported EBITDA: Rs.266 Crores
• Acquired group EBITDA: Rs.146 Crores; inventory overhead Rs.18 Crores; EBITDA after overhead Rs.128 Crores
• Pigment business EBITDA: Rs.275 Crores
• EPS for the quarter: Rs.12.3 per share (not annualized)
• ROCE: 22.7% (annualized basis)
• Net debt reduced to Rs.531 Crores in less than 18 months

Operating Update

• Legacy Sudarshan revenue growth in Q1 around 12-13%
• Acquired group revenue grew about 5% in Q1
• RIECO revenue: Rs.38 Crores; execution challenges led to EBITDA pressure
• One Sudarshan pigment business contributed Rs.275 Crores EBITDA

Balance Sheet & Cash Flow

• Net debt reduced to Rs.531 Crores in less than 18 months

Projects & Capex

• No substantial new capex planned; ROI-driven backward integration possible
• Project Integra / One SAP to go live in this financial year
• Global Capability Center set up in Pune; center of excellence planned

Guidance & Outlook

• Turnover guidance for the acquired group: EUR 700 million
• EBITDA guidance for the acquired group: EUR 35 million
• Currently not revisingGuidelines due to geopolitical situation; wait-and-watch approach

Q&A Highlights

• Volume commentary: management cited broad product mix; Q1 growth about 6% despite geopolitics
• Value capture vs volume: majority of gains from cost reduction/value capture; some volume recovery expected
• Debt repayment: acquisition debt largely prepaid; plan to accelerate repayments
• RIECO: first quarter execution challenges; normalisation expected by year-end
• Intercompany product transfers: Germany-India activity contributing to margins; long-term impact limited
• Colorants stake: 70% Sudarshan Colorants via overseas subsidiary; done for financing structure; no business impact

Meeting Details

• Date: 14 August 2026; time not disclosed; format: virtual earnings call; organised by IIFL Capital.

Participants

• Chairman & Managing Director participated.
• Non-Independent, Non-Executive Director participated.
• Chief Financial Officer participated.
• Vice President Finance participated.

Purpose

• Discuss Q1 FY2027 results and interactive Q&A with analysts.

Additional Notes

• Recording: conference call was recorded; transcript posted on company site.

AGM Details

• AGM held on 18 August 2026 via VC/OAVM.
• Start time 4:00 PM; end time 4:58 PM.
• Record date: 11 August 2026.

Resolutions and outcomes

• Adopt standalone and consolidated financial statements for year ended 31 March 2026 — passed.
• Declare final dividend of Rs 5.00 per equity share — passed.
• Re-appoint Amitabha Mukhopadhyay as Non-Executive Director — passed.
• Ratify remuneration of Cost Auditor for FY 2026-27 — passed.

AGM details

• AGM held on 18 August 2026 from 4:00 PM to 4:58 PM via VC/OAVM.
• Record date for voting: 11 August 2026.

Key resolutions

• Resolution 1: Adopt standalone and consolidated financial statements for year ended 31 March 2026.
• Resolution 2: Declare final dividend of Rs 5.00 per equity share (250%).
• Resolution 3: Re-appointment of Amitabha Mukhopadhyay as director (retiring by rotation).
• Resolution 4: Ratification of remuneration for Cost Auditor for FY 2026-27.

Voting results

• Res 1 passed with 99.68% in favour.
• Res 2 passed with 99.998% in favour.
• Res 3 passed with 93.44% in favour.
• Res 4 passed with 99.998% in favour.

Dividend

• Final dividend of Rs 5.00 per equity share for year ended 31 March 2026.

Director changes

• Amitabha Mukhopadhyay re-appointed as director (retiring by rotation).

Auditor appointments

• Cost Auditor remuneration for FY 2026-27 ratified; Ashwini Kedar Joshi.

AGM Details

• AGM held on 18 August 2026 at 4:00 p.m. IST via VC/OAVM.

Ordinary Business

• Adoption of standalone and consolidated financial statements for year ended 31 March 2026.
• Final dividend of ₹5.00 per equity share (face ₹2) for FY2025-26.
• Re-appointment of Amitabha Mukhopadhyay, director retiring by rotation.

Special Business

• Ratification of remuneration for Cost Auditor for FY 2026-27.

Auditors & Reports

• Statutory auditor’s report contained no qualification.

Governance/Process Note

• Meeting conducted via VC/OAVM with e-voting; results to be declared after Scrutinizer’s report.