Date: September 22, 2026

Board Meeting Outcomes

  • The Executive Committee of the Board of Directors approved the conversion of pre-existing inter-company loans into equity shares of wholly owned subsidiary Krystal Ingredients Private Limited.
  • The meeting was held on September 22, 2026, commencing at 5:00 PM and concluding at 5:15 PM.
  • The transaction does not involve any fresh infusion of capital by the Company.

Disinvestment / Strategic Actions

  • Target Entity: Krystal Ingredients Private Limited (\"Krystal\")
  • Transaction Type: Conversion of inter-company loans into equity shares
  • Issue Price: ₹47,710 per share (comprising face value of ₹10 and premium of ₹47,700)
  • Ownership Impact: No change in percentage of equity shareholding; Krystal will continue to remain a 100% wholly owned subsidiary
  • Strategic Rationale: To strengthen Krystal's capital base and provide greater financial flexibility to support its business operations and future growth plans
  • Completion Timeline: Within one month from receipt of requisite approvals

Subsidiary Details

  • Incorporation Date: April 22, 2021
  • Business: Manufacturing and exporting of Essential Oils, Aroma Chemicals and Specialty Chemicals and other related products
  • Country Presence: India

Financial Performance of Krystal Ingredients

  • FY 2025-26 Turnover: ₹3,23,296.64 (in Thousands) [₹32.33 crore]
  • FY 2025-26 Net Worth: ₹5,98,643.63 (in Thousands) [₹59.86 crore]
  • FY 2024-25 Turnover: ₹29,027.46 (in Thousands) [₹2.90 crore]
  • FY 2023-24 Turnover: ₹1,111.35 (in Thousands) [₹0.11 crore]

Regulatory and Governance Aspects

  • Related Party Status: Krystal is a wholly owned subsidiary and related party of Gem Aromatics Limited
  • Promoter Interest: Promoters of Gem Aromatics Limited are Directors on the Board of Krystal Ingredients Private Limited
  • Regulatory Exemption: Transaction is exempt from provisions applicable to Related Party Transaction under Listing Regulations as it is between holding company and its wholly owned subsidiary
  • Arm's Length Basis: The transaction is conducted at arm's length
  • Governmental Approvals: No regulatory approvals are required for the acquisition