Syschem India Ltd

AGM details

• AGM held on 30 September 2026 at 3:30 PM via video conference, concluded at 3:56 PM.

Key resolutions and outcomes

• Adoption of the Audited Financial Statements for the year ended 31 March 2026: Passed with requisite majority.
• Reappointment of director by rotation: Mr. Ranjan Jain — Passed with requisite majority.
• Appointment of auditor to fill casual vacancy and fix remuneration — Passed with requisite majority.
• Appointment of Statutory Auditor for five-year term and remuneration — Passed with requisite majority.
• Approval of material related party transactions with Pharmacare International for one year — Passed with requisite majority.
• Approval of material related party transactions with Indosol Export — Passed with requisite majority.

Clarification on volume movement and disclosures

• Clarification to BSE on September 28, 2026 volume spike; movement deemed market-driven.
• Company states it has complied with Regulation 30 SEBI LODR, disclosing all material events.
• No material/price-sensitive information withheld that would affect volume or price behaviour.
• Volume rise is purely market-driven; no specific cause identified by the company.
• Reiterates commitment to ongoing SEBI LODR disclosure requirements.
• BSE email dated Sep 28, 2026 referenced; filing dated 29 Sep 2026.

Syschem India Ltd - Closure of Trading Window

AGM Details

• Date and time: 30 September 2026, 3:30 PM; VC/OAVM; deemed venue Village Bargodam, Kalka, Panchkula, Haryana.
• Mode: VC/OAVM; deemed venue specified.
• Register of Members and Share Transfer Books close 24 September to 30 September 2026.

Resolutions

• Ordinary: Adoption of audited financial statements for the year ended 31 March 2026.
• Ordinary: Re-appointment of Ranjan Jain, retiring by rotation.
• Ordinary: Appointment of casual vacancy auditor; remuneration to be fixed.
• Ordinary: Appointment of M/S Bansal Vijay & Associates as statutory auditors for five years (2026-31).
• Special: Ranjan Jain redesignated as Whole Time Director; remuneration up to Rs 7 lakh month for 3 years.
• Special: Suninder Veer Singh redesignated as Managing Director; remuneration up to Rs 7 lakh month for 3 years.
• Ordinary: Remuneration of Cost Auditor for 2026-27; Rs 75,000 plus GST.
• Ordinary: Ratify continuation of corporate guarantee for Pharmacare International up to Rs 50 crore.
• Ordinary: Approve related party transactions with Pharmacare International for one year up to Rs 600 Cr.
• Ordinary: Approve related party transactions with Indosol Export for one year up to Rs 100 Cr.
• Ordinary: Approve related party transactions with JB Khokhani & Co for one year up to Rs 100 Cr.

Material Related Party Transactions

• Pharmacare International: Rs 600 Cr; one-year period; arm's length; related party.
• Indosol Export: Rs 100 Cr; one-year period; arm's length; related party.
• JB Khokhani & Co: Rs 100 Cr; one-year period; arm's length; related party.

Auditors

• Casual vacancy auditor appointed; term from 1 September 2026 to the AGM.
• Statutory auditor appointed for five-year term 2026-31; remuneration to be fixed by Board.
• Cost Auditor remuneration for 2026-27: Rs 75,000 plus GST.

Financial performance

• Revenue from operations rose to 65,462.60 lakh in FY2025-26 from 38,623.10 lakh.
• Net profit after tax was 1,092.50 lakh, up from 46.01 lakh.
• Basic EPS of 2.50; diluted EPS of 1.93.
• Dividend declared for FY2025-26: none.
• Borrowings at year-end totaled 32.53 lakh; prior year near zero.
• Cash and cash equivalents ended at 810.75 lakh, versus 213.65 lakh prior year.
• Equity share capital fully paid-up at 4,901.30 lakh.
• Debtors days: 80.55; Inventory days: 141.80; Current ratio: 1.34.

Capital structure & liquidity

• Debt-equity ratio at 31-03-2026: 0.01.
• Equity capital remains 4,901.30 lakh dan.
• Operating cash flows and balance sheet liquidity are disclosed in MD&A.
• Related party transactions reflect material RPTs approved by the board.

Dividend & capital allocation

• Dividend: no payout for FY2025-26.
• Funds raised via preferential issue and warrants: Rs 20.21 crore from 55,00,000 shares.
• Listing approval received 16-Apr-2026 for the above issuance.
• Additional 43,52,500 equity shares issued; proceeds Rs 15.996 crore.

Audit & governance

• Statutory auditors STAV & Co resigned; M/s Bansal Vijay & Associates appointed for 5 years (2026-27 to 2030-31).
• Cost auditor appointed: CL. Bansal & Associates; remuneration Rs 75,000 plus GST.
• Secretarial auditor: Kanwaljit Singh; governance certificate filed.
• Audit Committee exists; no qualifications reported.

Related-party transactions

• Material RPTs for 2026-27: Pharmacare International up to Rs 600 crore.
• Indosol Export up to Rs 100 crore; JB Khokhani & Co up to Rs 100 crore.
• RPTs are in ordinary course and at arm's length; overseen by Audit Committee.

Board & management changes

• MD designation changed: Ranjan Jain to Whole-Time Director; Suninder Veer Singh to Managing Director.
• Postal ballot earlier failed; proposals re-submitted for AGM.
• Board as of 31-03-2026 includes: Ranjan Jain (MD), Suninder Veer Singh (WTD), Arshdeep Kaur, Renu Rawat, Madan Lal Aggarwal, Sunil Kumar Bhasin.

Risk & governance

• Risks include regulatory, currency, supply chain, price volatility; risk management framework described in MD&A.
• Energy conservation and ESG data are included in the annual report.

Operational highlights

• Expansion plans include capacity enhancement, new product unit, and market expansion.
• Lean manufacturing and efficiency improvements aimed at margin enhancement.

AGM content

• Garbled OCR text; no discernible AGM details, resolutions, or voting results.

Auditor fee clarification

• Relates to Board Meeting dated 01.09.2026; Annexure II states proposed statutory auditor fee: 32,50,000, GST and expenses.

Director / KMP changes

• Suninder Veer Singh redesignated as Managing Director; effective 30 Sep 2026; Rs 7 Lakh/month; subject to shareholders' approval.
• Ranjan Jain redesignated as Whole-Time Director; effective 30 Sep 2026; 5-year term; Rs 7 Lakh/month; shareholders' approval.
• Promoter-group affiliation disclosed for both; no other director relationships.

Scrutinizer appointment

• Appointed Kanwaljit Singh Thanewal, PCS (Membership No. 5901) as Scrutinizer for 33rd AGM via remote e-voting.

Auditor changes

• Resigned Statutory Auditor STAV & Co; effective 31 Aug 2026; due to expiry/non-renewal of Peer Review Certificate.
• Appointed M/s Bansal Vijay & Associates as Statutory Auditor; 5-year term, subject to shareholder approval; 1 Sep 2026.
• Remuneration: Rs 2.5 Lakh per annum plus GST and out-of-pocket expenses.
• Brief profile: M/s Bansal Vijay & Associates provide statutory audit services; Chandigarh-based; Partner Vijay Kumar Bansal.