Suraj Products Limited held its 35th Annual General Meeting on September 12, 2026, at its registered office in Sundargarh, Odisha. The meeting concluded with shareholders approving several key ordinary and special resolutions.

The session commenced at 4:00 pm and ended at 5:15 pm. Mr. C.K. Bhartia, Chairman, presided over the proceedings. He informed attendees that the statutory auditors’ reports on the standalone and consolidated financial statements for the year ended March 31, 2026, contained no qualifications or adverse remarks.

Resolutions Approved

Shareholders voted to adopt the audited financial statements for FY26. The Board proposed a dividend on equity shares, which was put forward as an ordinary resolution. Additionally, Mrs. Sunita Dalmia was re-appointed as a director liable to retire by rotation.

Special Business

The meeting addressed significant capital structure changes through special resolutions:

• Ratification of remuneration for the Cost Auditor for FY27.
• Alteration in the Memorandum of Association.
• Alteration in the Articles of Association.
• Increase in authorized share capital.
• Issuance of 25,00,000 fully convertible warrants on a preferential basis.
• Issuance of up to 5,00,000 equity shares to a non-promoter entity on a preferential basis.

Governance and Compliance

Mr. Y.K. Dalmia, Managing Director, and other board members were present. Ms. Shruti Agarwal, Practising Company Secretary, served as the scrutinizer via video conference. The company provided remote e-voting facilities from September 9 to September 11, 2026. A ballot process was available for shareholders who had not voted electronically.

What the Numbers Show

The approval of preferential issuance instruments—specifically fully convertible warrants and equity shares—signals an intent to raise capital without immediate dilution of existing promoter holdings through standard rights issues. This structure allows the company to bring in new investors while maintaining current control dynamics until conversion occurs.

Suraj Products has scheduled its 35th Annual General Meeting for September 12, 2026, to seek shareholder approval for a significant capital raise and to adopt its financial results for FY26. The company aims to raise up to ₹69.30 crore through a preferential issue of equity shares and fully convertible warrants to fund the establishment of a manufacturing unit in Abu Dhabi, United Arab Emirates.

The proposed fundraising is intended to support the company's wholly-owned subsidiary, Suraj Iron & Steel Manufacturers L.L.C - S.P.C., which is setting up a re-rolling mill with an initial capacity of 400,000 tonnes per annum. The total estimated project cost is approximately ₹175 crore, with the preferential issue proceeds accounting for ₹55 crore of the funding mix, alongside internal accrals and term loans from UAE-based institutions.

Financial Performance

For the fiscal year ended March 31, 2026, Suraj Products reported a decline in profitability amid challenging market conditions. Net sales fell 6.9% to ₹3,037.9 crore from ₹3,263.7 crore in FY25. EBITDA contracted 14.2% to ₹323.7 crore, while profit after tax (PAT) decreased 12.1% to ₹188.5 crore.

The management attributed the lower profitability primarily to reduced per-tonne price realizations across its product portfolio, which includes sponge iron, pig iron, MS billets, and TMT bars. Despite the revenue decline, production volumes for downstream products remained robust, with TMT bar output increasing 8.9% to 62,861 tonnes and MS billet production rising 2.8% to 71,242 tonnes.

Capital Raise Structure

The preferential issue involves the allotment of 500,000 equity shares and 2.5 million fully convertible warrants at an issue price of ₹231 per share/warrant. The warrants are convertible into equity shares within 18 months of allotment. Promoters and promoter group entities have agreed to subscribe to 2 million warrants, while non-promoter allottees will receive the remaining 500,000 warrants and all 500,000 equity shares.

Balance Sheet Signals

The company strengthened its balance sheet during FY26 by significantly reducing borrowings. Total debt fell from ₹200.98 crore in FY25 to ₹55.33 crore in FY26, resulting in a debt-to-equity ratio improvement from 0.13 times to 0.03 times. This deleveraging effort was supported by strong operating cash flows, which stood at ₹395.15 crore, enabling the company to maintain a healthy current ratio of 8.63 times compared to 4.08 times in the previous year.

What the Numbers Show

While revenue declined, the company's focus on downstream value addition is evident in the product mix shift. Sales of TMT bars, the highest value-added product in the portfolio, grew 6.1% to ₹2,588.9 crore, partially offsetting sharp declines in pig iron sales (-57.4%) and MS billet sales (-40.3%). This suggests a strategic pivot toward finished steel products to mitigate volatility in raw material margins.