Organic Coatings Limited held its 61st Annual General Meeting on September 29, 2026, via video conferencing, with e-voting results declared on October 1, 2026. A total of 14 resolutions were put to vote, of which 12 passed with requisite majority.

The meeting commenced at 1:30 pm and concluded at 2:18 pm, with 36 members attending through the video conferencing platform — 2 from the promoter and promoter group, and 34 from the public. The record date for voting eligibility was September 22, 2026, with a total of 2,785 shareholders on record. Mr. Dharmendra Bhaliya, Practicing Company Secretary (CP No. 26448), served as scrutinizer, appointed by the Board at its meeting on August 29, 2026. The consolidated scrutinizer's report was issued on October 1, 2026.

Summary of voting results

The following table presents the outcome of all 14 resolutions voted upon at the AGM:

Resolutions that did not pass

Two resolutions failed to secure the requisite majority. Resolution 2, the ordinary resolution for the reappointment of Ajay Rajnikant Shah as a director retiring by rotation, saw 91.33% of votes polled cast against it, with only 8.67% in favour. Resolution 11, the special resolution for approval of remuneration payable to Ajay Rajnikant Shah as Whole-Time Director, recorded an identical voting pattern — 91.33% against and 8.67% in favour. In both cases, the opposition was driven entirely by public non-institutional shareholders, while the promoter group voted fully in favour.

Detailed vote counts for failed resolutions

The table below captures the aggregate voting data for the two resolutions that did not pass:

Passed resolutions: vote overview

All 12 resolutions that passed recorded near-unanimous support. For each of these, total votes in favour stood at 53,31,992, representing 99.9976% of valid votes polled, against 130 votes (0.0024%) cast against. The total votes polled for these resolutions stood at 5,332,122, representing 53.46% of outstanding shares of 9,974,600.

Board appointments and profiles

The AGM ratified several key board changes disclosed in regulatory filings. Ganesh Ramanathan (DIN: 00016260) and Subhash Ambubhai Patel (DIN: 00535221) were appointed as Non-Executive Independent Directors for a term of five consecutive years commencing July 14, 2026. Ramanathan brings over four decades of experience in finance and capital markets, having served as an Independent Director at Systematix Corporate Services Ltd. Patel is the Founding Partner of S. A. Patel & Co., Chartered Accountants, Vadodara, with over 38 years of experience in audit and taxation.

Additionally, Parth Meenesh Patel (DIN: 06714101) and Nikhil Sadarangani (DIN: 11284679) were approved as Whole-Time Directors. Their appointments are effective from October 13, 2025, for a five-year tenure ending October 12, 2030. Parth Patel holds an MBA from Babson College and has experience in sales and operations across India and the US. Sadarangani holds Master's degrees in International Business and Disruptive Innovation, focusing on business development.

Meeting and scrutiny process

The e-voting facility was provided by MUFG Intime India Private Limited (formerly Link Intime India Private Limited). Remote e-voting was open from September 26, 2026 at 9:00 am to September 28, 2026 at 5:00 pm. Votes cast during remote e-voting and at the AGM were unblocked after the meeting's conclusion in the presence of two independent witnesses, Mr. Mehul Bariya and Mr. Sudhanshu Saurav. The scrutinizer's report was signed at Vadodara on October 1, 2026, and countersigned by Kaksha Atulkumar Thakkar, Company Secretary and Compliance Officer of Organic Coatings Limited.

Organic Coatings has fixed September 22, 2026 as the record date for its 61st Annual General Meeting (AGM). The meeting is scheduled for September 29, 2026, and will address critical governance changes alongside a review of the company’s widened FY26 net loss.

Financial Performance

The company reported a widened net loss of ₹325.88 crore for FY26, driven by rising employee costs and reduced job work volumes. Revenue from operations declined marginally by 2.99% to ₹2,809.33 crore in FY26, compared to ₹2,895.79 crore in FY25.

The operating loss before interest, depreciation, and tax (PBDIT) expanded sharply to ₹163.66 crore from ₹8.42 crore previously. This deterioration was primarily attributed to increased employee benefits expense, which rose to 6.27% of revenue from 4.46%, reflecting investments in new technical and marketing teams.

Despite the revenue dip, material consumption efficiency improved, falling to 76.71% of revenue from 80.06%. Finance costs decreased significantly by 38.30% to ₹71.31 crore due to deleveraging efforts. However, these savings were insufficient to offset operational pressures, resulting in a total comprehensive loss of ₹326.94 crore.

What the Numbers Show

The divergence between improving input efficiency and widening losses highlights structural challenges in the publication ink segment. While material costs as a percentage of revenue improved by 335 basis points, this gain was entirely eroded by higher fixed costs and lower volumes. The company’s strategy to pivot toward higher-margin packaging inks aims to address this margin compression, but the immediate impact remains negative on profitability.

Governance and Capital Structure

The AGM will seek approval for several special resolutions:

• Registered Office Shift: Moving the registered office from Maharashtra to Gujarat to align with the location of senior management and key corporate functions.
• Borrowing Limits: Increasing overall borrowing powers up to ₹25 crore under Section 180 of the Companies Act, 2013, to support working capital and expansion needs.
• Authorized Capital: Raising authorized share capital from ₹10 crore to ₹15 crore.
• Related Party Transactions: Approving transaction limits for FY27 with entities including Quebec Petroleum Resources Ltd (purchase of goods up to ₹12 crore).

Board Appointments

The Board recommended the appointment of Mr. Ganesh Ramanathan and Mr. Subhash Ambubhai Patel as independent directors for five-year terms starting July 14, 2026. Additionally, remuneration packages were approved for Managing Director Mr. Abhay Rajnikant Shah and Whole-Time Directors Mr. Ajay Rajnikant Shah, Mr. Parth Patel, Mr. Nikhil Sadarangani, and Mr. Sundaramurthy Kuppamuthu. Mr. Ajay Rajnikant Shah resigned as CFO effective August 17, 2026, but remains eligible for re-appointment as a Whole-Time Director.