Tilaknagar Industries Ltd

Tilaknagar Industries Ltd - Trading Window closed from October 01, 2026 in connection with unaudited financial results for the quarter and half year ending September 30, 2026; The Trading Window will open 48 hours after the said unaudited financial results (Standalone and Consolidated) are declared to the Stock Exchanges.

AGM details

• AGM held on 22 September 2026 from 10:30 to 11:24 IST via VC/OAVM.
• Record date for voting: 15 September 2026; postal ballot deadline: 22 September 2026.
• Meeting concluded at 11:24 IST.

Dividend and financials

• Final dividend of Rs 1 per equity share (10%) for FY2025-26 approved.
• Audited standalone and consolidated financial statements adopted.

Resolutions and outcomes

• Item 1 (Ordinary): Adopt Audited Financial Statements; passed with 90.41% in favour.
• Item 2 (Ordinary): Declare Final Dividend; passed with 99.81% in favour.
• Item 3 (Ordinary): Re-appoint Ramachar Ramesh as Director; passed 99.90% in favour.
• Item 4 (Ordinary): Ratify remuneration to Cost Auditors; passed 99.9999% in favour.
• Item 5 (Special): Re-appoint Amit Dahanukar as CMD; passed 97.16% in favour.
• Item 6 (Special): Re-appoint C. R. Ramesh as Whole-Time Director; passed 96.998% in favour.
• Item 7 (Special): Appoint Ms. Bhumika Batra as Independent Director; passed 97.28% in favour.
• Item 8 (Special): Authorise payment of commission to Non-Executive Directors; passed 99.93% in favour.
• Item 9 (Special): Authorise payment of commission to Executive Directors; passed 96.83% in favour.

Director changes

• Ramachar Ramesh reappointed as Director (retiring by rotation).
• Amit Dahanukar reappointed as Chairman and Managing Director.
• C. R. Ramesh reappointed as Whole-Time Director.
• Ms. Bhumika Batra appointed as Independent Director.

Auditors & remuneration

• Remuneration payable to Cost Auditors for 2026-27 ratified.

Related party transactions

• No material related party transactions disclosed.

Other material approvals

• No additional material approvals disclosed.

AGM Details

• AGM held Sept 22, 2026 at 10:30 a.m. IST via VC/OAVM.

Key Resolutions

• Ordinary: Adopt audited standalone and consolidated financial statements for 2025-26.
• Ordinary: Declare final dividend of Re 1 per equity share (10%).
• Ordinary: Re-appointment of Mr. C. Ramachar Ramesh after rotation.
• Ordinary: Ratify remuneration to Cost Auditors for 2026-27.
• Special: Re-appoint and remunerate Amit Dahanukar as Chairman and Managing Director.
• Special: Re-appoint and remunerate C. R. Ramesh as Whole-Time Director.
• Special: Appoint Ms. Bhumika Batra as Independent Director.
• Special: Authorisation for payment of commission to Non-Executive Directors.
• Special: Authorisation for payment of commission to Executive Directors.

Directors & Appointments

• Retire by rotation: Mr. C. Ramachar Ramesh to be re-appointed as Director.
• Independent Director: Ms. Bhumika Batra appointed.
• Chairman & MD: Amit Dahanukar re-appointed; remuneration approved.
• Whole-Time Director: C. R. Ramesh re-appointed; remuneration approved.

Auditors & Remuneration

• Cost Auditor remuneration ratified for FY2026-27.

Related Party Transactions

• No material related party transactions disclosed in AGM proceedings.

Meeting Details

• Date: September 21, 2026; meetings: One-to-One Anand Rathi conference and Group Meetings (G-200 Summit 2026).
• Venue: Anand Rathi event at Taj Santacruz, Mumbai; G-200 Summit venue not specified.

Participants

• Key company participants: Company Secretary, Compliance Officer & Head – Legal.

Purpose

• Purpose: scheduled interaction with analysts/investors on September 21, 2026.

Additional Notes

• Latest investor presentation uploaded to stock exchanges on July 27, 2026.
• Presentation available on company website; no unpublished price sensitive information will be discussed.

Target overview

• Target: Black Tiger Distilleries Private Limited, India-based alcohol distilleries company in beverages sector.

Deal size and stake

• Total consideration for 30% fully diluted stake: INR 22 crore.
• First tranche: INR 5.9999 crore completed.
• Post-tranche holding: ~12.5% of BTD's paid-up capital on a fully diluted basis.

Structure and instruments

• Form of investment: CCPS and equity shares.
• First tranche: 14,628 CCPS and 100 equity shares allotted to TIL.

Timing and approvals

• First tranche completed on Sep 15, 2026.
• Regulatory approvals: not disclosed.

Related party and rationale

• Related party transaction: not disclosed.

Target background

• Business: distilleries; products/services not further disclosed.
• Incorporation date and turnover history not disclosed.

ESOP allotment and capital increase

• Board approved allotment of 424,025 equity shares under ESOP schemes to employees.
• Face value Rs 10 per share; post-allotment paid-up capital is 24,78,97,900 shares.
• Existing paid-up capital was 24,74,73,875 shares; increase reflects ESOP exercise.
• Total paid-up capital increased by Rs 4,240,250 to Rs 2,47,89,79,000.
• Allotted shares rank pari-passu with existing shares.
• Listing and trading approval applications to NSE and BSE to be filed in due course.
• Circular resolution by Board dated September 8, 2026.

Investment details

• TI to invest ₹22 crore for 30% stake on a fully diluted basis.
• First tranche ₹6 crore; second tranche ₹16 crore due within 12 months.
• Strategic investment marks TI's entry into tequila and third such investment in craft beverages.

Strategic rationale & partnership

• TI to provide distribution, sales, marketing, supply chain, finance and regulatory support.
• Partnership with Black Tiger Distilleries to build tequila category in India.

Bodega Suprema No. 5 & tequila market

• Bodega Suprema No. 5 is a 100% Blue Weber Agave tequila launched in India.
• Product range includes Blanco, Reposado, and Añejo with varying bottle prices in Maharashtra.

Market context

• IWSR cites India as a fast-growing tequila market; volumes grew ~60% CAGR 2020–2025.
• India tequila market forecast shows double-digit CAGR through 2030.

Target snapshot

• Target: Black Tiger Distilleries Pvt Ltd, tequila and agave spirits producer in India.
• Net worth (year ended 31 Mar 2026): INR 20.83 lakh.
• Incorporation: 25 Jan 2025; authorized capital ₹40 lakh; paid-up ₹10 lakh.
• Product line: Bodega Suprema No. 5 with Blanco, Reposado, Añejo.
• Presence: India; partnership with Productos Finos de Agave (Mexico).

Transaction details

• Total investment: INR 22 crore for 30% fully diluted stake.
• Two tranches: 12.5% post-Tranche 1; 30% post-Tranche 2.
• Form: cash consideration.
• Tranche 1: INR 5,99,99,957.36; Tranche 2: INR 15,99,99,854.55.
• First tranche by 31 Oct 2026; second by 31 Oct 2027.
• TIL rights: nominate up to 2 directors and 1 non-voting observer.
• Post-transaction ownership: 12.5% after Tranche 1; 30% after Tranche 2.

Related party & governance

• Not a related party; promoter group has no equity in BTD.
• Not arm's-length concern; terms align with market practice.

Regulatory & timeline

• No governmental or regulatory approvals required.

Target background

• Founded by Mohnish Mehta; tequila and agave spirits.
• Presence via Bodega Suprema No. 5 (Blanco, Reposado, Añejo).
• Mexico partnership with Productos Finos de Agave; Mexico presence.
• Incorporation: 25 Jan 2025; authorized ₹40 lakh; paid-up ₹10 lakh.
• Turnover FY25-26 Nil; FY24-25 Not Applicable.