Thirumalai Chemicals Limited shareholders have approved the creation of a pledge on equity shares and assets held by its subsidiaries to secure loan facilities for TCL Specialties LLC, a double step-down subsidiary. The resolution, passed via postal ballot on June 12, 2026, authorizes the company to avail facilities up to USD 140,000,000. The approval allows the Board to create security over holdings in TCL Inc., USA and TCL Specialties LLC to collateralize the debt.

The special resolution was passed with 99.76% of valid votes in favour. A total of 59,049,740 valid votes were cast through the remote e-voting process, which was open from May 14, 2026, to June 12, 2026. The scrutinizer's report confirmed that 58,910,806 votes were cast assenting to the resolution, while 138,934 votes dissented.

The approval specifically covers the pledge of 100% of holdings by TCL Global BV, Netherlands, in TCL Inc., USA, and the subsequent pledge by TCL Inc., USA, of 100% of its holdings in TCL Specialties LLC. Additionally, security will be created over the assets of TCL Specialties LLC. These measures are intended to secure the loan facilities along with associated interest and charges.

Mr. Manoj Mimani of M/s. R.M. Mimani & Associates LLP served as the scrutinizer for the postal ballot process. The voting rights were determined based on shareholders' holdings as of the cut-off date of May 08, 2026. The results were declared on June 12, 2026, at 6:30 P.M.

Voting Results Summary

The Board is now authorized to take all necessary steps to implement the resolution, including executing relevant agreements and filing the resolution with the Registrar of Companies.

Thirumalai Chemicals Limited reported a consolidated net loss of ₹16,791 lakhs for the financial year ended March 31, 2026, compared to a net loss of ₹4,610 lakhs in the previous year. The standalone net loss for FY26 stood at ₹6,540 lakhs. On a quarterly basis, the consolidated net loss for Q4 widened to ₹2,800 lakhs from a loss of ₹1,406 lakhs in the same period last year. Q4 consolidated revenue stood at ₹4,242 lakhs, compared to ₹5,230 lakhs in the corresponding quarter of the previous year. The Board of Directors approved the audited financial results for the quarter and year ended March 31, 2026, at meetings held on May 29 and May 30, 2026.

Financial Performance

The company reported an exceptional item of ₹798 lakhs in the consolidated results for the year ended March 31, 2026, relating to an impairment loss of non-operational plants. This includes an impairment loss of ₹354 lakhs pertaining to a subsidiary plant located in Malaysia. The standalone financial results recognized an impairment loss of ₹444 lakhs. The following table summarizes the key financial metrics for FY26:

The quarterly performance reflects a continued year-on-year decline, with Q4 consolidated revenue falling to ₹4,242 lakhs from ₹5,230 lakhs, while the consolidated net loss deepened to ₹2,800 lakhs compared to a loss of ₹1,406 lakhs in the year-ago quarter.

Liquidity and Going Concern

The Holding Company reported negative operating cash flows of ₹20,562 lakhs for FY26. As of March 31, 2026, current liabilities exceeded current assets (excluding loans from subsidiaries) by ₹21,153 lakhs. However, including loans from subsidiaries, current assets exceeded current liabilities by ₹13,562 lakhs. The management stated that based on cash flow projections, future business plans, and the revolving nature of working capital facilities, the company is prepared on a going concern basis.

The Group reported negative operating cash flows of ₹13,073 lakhs for the year. Net current liabilities were primarily attributable to capital expenditure by TCL Specialties LLC, USA. The subsidiary has received a communication from a prospective lender expressing an intention to undertake diligence for a proposed first lien senior secured term loan facility of up to USD 130 million.