Blue Star Ltd

Voluntary strike-off of BS AC&R UL

• BSIF Board approved voluntary strike-off of BS AC&R UL on Oct 14, 2026, subject to local formalities. 🗓️
• Applications will be made to Uganda Registration Services Bureau for strike-off. 🗒️
• BS AC&R UL, incorporated June 27, 2023, has not commenced any business. 📅
• As at Mar 31, 2026, negative net worth was AED 531,000 (~₹1.35 crore). ⚠️
• Strike-off is expected to complete on or before March 31, 2027. 🗓️
• Upon completion, BS AC&R UL will cease to be a subsidiary of BSIF and the Company. 🧱

Meeting Details

• Board meeting scheduled for Oct 29, 2026; time and venue not disclosed.

Key Agenda Items

• Unaudited standalone and consolidated results for Q2 and H1 ended Sep 30, 2026 (with limited review).

Other Notes

• Trading window for designated persons closed Oct 1–31, 2026.

Purpose and Resolution Details

• Special resolution to appoint Nikhilesh Panchal as Independent Director.
• Term: five consecutive years from Aug 14, 2026 to Aug 13, 2031.
• Remuneration as may be determined by the Board within statutory limits.
• Not eligible to retire by rotation.
• Subject to approval by shareholders via Postal Ballot.

Candidate Profile and Terms

• Experience: 35+ years in corporate/commercial law, M&A, capital markets.
• Former partner at Khaitan & Co since 2005; no material conflict.
• Independence confirmed; not disqualified; not related to Company.
• Appointing Additional Director designated as Independent Director.
• Remuneration will be determined by Board within limits.
• No shareholding in the Company; NIL holding.
• Not related party, meets independence criteria.

Voting Timeline and Outcome Status

• Remote e-voting window: Sep 17, 2026 to Oct 16, 2026.
• Cut-off date for eligibility: Sep 11, 2026.
• Results to be announced on or before Oct 18, 2026.
• Voting is via remote e-voting only; no physical ballots.

Related Party Considerations

• Related party: Khaitan & Co; Panchal partner; fees paid; independence maintained.
• Professional fees to Khaitan & Co: ₹25 lakh (FY2025-26); ₹20 lakh (FY2026-27).
• Engagements with Khaitan & Co are arm's length; independence remains intact.

Meeting Details

• Sept 22, 2026, 10:00–12:00, Group meeting in-person, Mumbai; organizer: Anand Rathi flagship conference 2026.
• Sept 24, 2026, 10:00–11:00, Group meeting in-person, Gurugram; organizer: JP Morgan India Consumption forum.
• Purpose: Schedule of analyst/institutional investor meetings under Listing Regulations.

Arbitration outcome

• Arbitrator awarded in Blue Star’s favor, dismissing all WJT claims.
• Entire claim of OMR 2,11,80,748 dismissed; interest and costs reserved for a subsequent award.
• WJT has filed annulment proceedings with the Dubai Court of Appeal; submissions to be made.
• Annulment update is not considered a material update.

Key Update

• MedTech business of Blue Star E&E transferred to Cyrix effective September 1, 2026.
• Final tranche payable by March 31, 2027; total consideration up to Rs 40 crore.

Deal Details

• Buyer is Cyrix Healthcare Private Limited; not part of promoter group.
• Sale is slump sale of going-concern MedTech business; not a related party transaction.
• Rationale: focus on strategic priorities.

Financials

• MedTech division income Rs 42.13 crore in FY2026; net worth Rs 7.11 crore.

Financial Performance

• Q1 FY27 revenue: Rs 3,378 crore; up 13.3% YoY.
• PBT before exceptional items: Rs 125.6 crore; down 23.7% YoY.
• Carry forward order book: Rs 7,764 crore as of 30 Jun 2026.
• Net cash: Rs 900 crore as of 30 Jun 2026.
• Segment I revenue: Rs 1,625 crore; margin 6.8%.
• Segment II revenue: Rs 1,689.3 crore; margin 2.9%.
• Segment III revenue: Rs 63.6 crore; margin 15.1%.

Segment Trends

• Q1 DC MEP order inflow: Rs 2,435 crore.
• DC MEP full-year inflow guidance: Rs 3,000 crore.
• DC MEP revenue: Rs 1,400 crore in FY27.
• DC MEP revenue share by FY29: ~20% of revenue.
• Data Center MEP driving growth; other segments volatile.

Capex & Balance Sheet

• Q1 capex: Rs 60-70 crore.
• Annual capex guidance: Rs 300-350 crore.
• Inventories under control; working capital improving.
• Net cash position sustained; debt level managed.

Outlook & Guidance

• FY27 Segment II margin over 6.5%.
• FY27 Segment I margin 6.5-7%.
• Revival expected by Aug-Sep; Q3 and Q4 corrections.
• DC MEP order inflow FY27: Rs 3,000 crore; revenue Rs 1,400 crore.
• DC MEP revenue share by FY29 ~20% of revenue.
• Exports FY26: USD 80-85 million; FY28 incremental USD 100 million; total export opportunity USD 180-190 million.

Q&A Highlights

• Margin headwinds from commodity costs; only ~5% price pass-through achieved.
• Channel inventory not normalized; typical 60 days overall, 45 days for trade.
• Plan: product rejig and faster price hikes; festival season to lift margins.
• Exports: US and Europe opportunities; OEM/ODM/CDM models discussed.

Risks & Watchpoints

• Commodity price volatility and rupee depreciation.
• West Asia crisis impacts; energy-label shifts and regulatory changes.
• PLI scheme dilution; Make in India tailwinds yet pricing pressures persist.

Results approval

• Board approved standalone and consolidated financial results for the quarter ended 30 June 2026.
• Results announced on 6 August 2026; press release and investor presentation published online.

Meeting Details

• Event: Investors’ Conference Call on Q1 FY27 results (quarter ended June 30, 2026).
• Mode: virtual audio conference.
• Recording: available on company website.
• Purpose: discuss Q1 FY27 financial results.

AGM Details

• AGM held in 2026 via VC/OAVM; record date set for mid-July 2026.

Key Resolutions

• Adopt standalone financial statements with board and auditor reports; resolution passed.
• Adopt consolidated financial statements with auditor reports; resolution passed.
• Director Rajiv Lulla reappointed by rotation.
• Cost Auditors remuneration for FY 2027 approved.

Dividend

• Final dividend per equity share approved.

Director Changes

• Director Rajiv Lulla retires by rotation and is reappointed.

Auditor & Cost Auditor

• Remuneration for Cost Auditors approved for FY 2027.