Transchem Limited has reported a significant decline in profitability for the third quarter of fiscal year 2026, with net profit falling 62% year-on-year to ₹52.94 lakhs. The Mumbai-based company announced its unaudited financial results for the quarter ended December 31, 2025, during a board meeting held on February 7, 2026.

Financial Performance Overview

The company's financial performance showed mixed results across different metrics for Q3FY26:

Nine-Month Performance Analysis

For the nine-month period ended December 31, 2025, Transchem's performance continued to show declining trends compared to the previous year:

Expense Structure and Operations

The company's expense profile revealed significant changes during Q3FY26. Employee benefits expenses increased to ₹32.39 lakhs from ₹13.71 lakhs in the corresponding quarter of the previous year. Other expenses surged dramatically to ₹98.16 lakhs compared to ₹20.20 lakhs in Q3FY25, contributing to the overall decline in profitability.

Notably, Transchem Limited continues to operate without revenue from operations, with the company's income entirely derived from other sources. This operational structure has remained consistent across the reporting periods.

Corporate Developments

The company's shareholders approved a significant capital raising initiative during an Extraordinary General Meeting held on December 20, 2025. The approval covers the issuance of up to 6,15,00,000 warrants on a preferential basis at ₹75 per warrant. The company has applied to BSE Limited for in-principle approval for the proposed warrant allotment, which remains pending as of the reporting date.

Regulatory Compliance and Governance

The financial results were reviewed by the Audit Committee and approved by the Board of Directors. The statutory auditors, Mathur & Co., Chartered Accountants, conducted a limited review of the results without any qualifications. The company maintains compliance with Indian Accounting Standards and SEBI listing regulations.

Transchem Limited's paid-up equity share capital remains unchanged at ₹1,224.00 lakhs with a face value of ₹10 per share. The company operates as a single-segment entity with no reportable business or geographical segments under Indian Accounting Standard 108.

Transchem Limited has successfully completed its strategic capital restructuring plan after shareholders unanimously approved all proposed resolutions at the Extraordinary General Meeting (EGM) held on December 20, 2025. The company has now formally altered its Memorandum of Association (MOA) to implement the approved capital structure changes, as announced on December 22, 2025.

EGM Voting Results - Complete Approval

All three resolutions presented at the EGM received unanimous approval from shareholders, demonstrating strong confidence in the company's strategic direction:

The voting was conducted through remote e-voting from December 17-19, 2025, and electronic voting during the EGM held via video conferencing.

Formal MOA Alteration Completed

Following the EGM approval, Transchem Limited has formally altered its Memorandum of Association by substituting the existing Clause 5 with a new capital clause. The updated MOA now reflects:

The alteration provides the company with enhanced flexibility to increase, reduce, consolidate, or subdivide capital and create different share classes with varying rights and privileges as permitted under the Companies Act, 2013.

Approved Warrant Issue Structure

With the MOA alteration completed, the company can now proceed with the issuance of up to 6.15 crore warrants, each convertible into one equity share, raising up to Rs. 461.25 crore at Rs. 75.00 per warrant:

Enhanced Financial Authority

Shareholders have also approved increasing the company's authority for making investments, providing loans, or offering guarantees to Rs. 250.00 crore, significantly enhancing Transchem's financial flexibility and investment capabilities.

Implementation Timeline

With both shareholder approval and MOA alteration completed, the warrants will carry an 18-month exercise period from allotment date. Following SEBI regulations, allottees must pay 25% consideration upfront, with the remaining 75% due upon warrant conversion to equity shares.

The completion of MOA alteration marks the final procedural step in Transchem Limited's capital restructuring journey, setting the foundation for significant changes in ownership structure and enhanced financial capabilities. The company can now proceed with regulatory approvals and implementation of these strategic initiatives.