Company Overview

Aar Shyam India Investment Company Limited (Scrip Code: 542377) is submitting its Annual Report for FY 2025-26 dated August 26, 2026, in compliance with SEBI Listing Regulations.

Key Corporate Developments

Acquisition of SVR Electro Projects Private Limited

The Board approved acquisition of 100% shareholding of SVR Electro Projects Private Limited through share swap arrangement:

  • Acquisition Terms: Issue of 1,45,41,000 equity shares at ₹15 per share (total consideration ₹21.81 crore)
  • Swap Ratio: 4.847 shares of Aar Shyam for every 1 share of SVR
  • Target Company: SVR is engaged in renewable energy, electrical infrastructure, railway maintenance with order book of ₹1,436 crore
  • SVR Financials: FY26 revenue ₹73.22 crore (Railway ₹18.77cr, Electrical ₹6.53cr, Solar ₹19.77cr, Maintenance ₹28.14cr)
  • Allottees: Radha Krishna Avudari (1.03 crore shares), Sudha Rani Avudari (30.05 lakh shares), Srikanth Nagabhyru (7.27 lakh shares), Subba Rao Bolla (4.84 lakh shares)

Preferential Issue of Equity Shares

Company seeks approval for two preferential issues:

1. For Cash Consideration (Item 9)

  • Size: 49,33,333 equity shares at ₹15 per share aggregating ₹7.40 crore
  • Objects: ₹5.90 crore for investment in SVR (loan repayment & plant machinery), ₹1.50 crore for general corporate purposes
  • Allottees: 15 non-promoter individuals including Jhansi Sanivarapu (12 lakh shares), Naveen Babu Kommineni (7.2 lakh shares)

2. For Non-Cash Consideration (Item 8 - Acquisition)

  • Size: 1,45,41,000 equity shares at ₹15 per share aggregating ₹21.81 crore
  • Lock-in: As per SEBI ICDR Regulations

Change in Business Objects

Company proposes fundamental transformation:

  • Current Status: Voluntarily surrendered NBFC registration (RBI approval January 23, 2026)
  • New Business Objects: Renewable energy projects, facility management, engineering procurement construction, technology platforms, civil engineering works
  • Name Change: From "Aar Shyam India Investment Company Limited" to "Avudari Engineering Limited"

Financial Performance FY 2025-26

  • Total Income: ₹9.63 lakh (previous year ₹28.23 lakh)
  • Net Loss: ₹83.36 lakh (previous year loss ₹2.20 lakh)
  • EPS: (₹2.78) per share
  • Loan Book: ₹79.49 lakh (secured ₹0, unsecured ₹79.49 lakh)
  • Borrowings: ₹34 lakh long-term unsecured loans
  • Cash & Bank: ₹8.75 lakh

Corporate Governance Changes

Board Composition:

  • Ms. Perla Pavani appointed as Managing Director (DIN: 11013729) at ₹50,000 per month for 3 years from May 14, 2026
  • Ms. Pooja Manish Pandey appointed as Independent Director (DIN: 11607151) for 5 years
  • Resignations: Mr. Sanyam Tuteja (June 2025), Ms. Pushpa Joshi (CFO, May 2026), Mr. Ankit Mehra (July 2026)

Auditor Changes:

  • M/s. Garg Agrawal & Agrawal resigned August 21, 2026
  • M/s. Viresh Verma & Co appointed as statutory auditors for 5 years (Firm Regn No. 026874N)
  • Audit fees proposed at ₹1,00,000 plus taxes for FY 2026-27

Capital Structure Changes

  • Authorized Capital: ₹35 crore (3.5 crore shares of ₹10 each)
  • Paid-up Capital: ₹3 crore (30 lakh shares of ₹10 each)
  • Post-Issue Capital: Would increase to approximately ₹22.47 crore after preferential issues

Other Shareholder Approvals Sought

1. Borrowing Limits: Increase to ₹400 crore standalone, ₹900 crore consolidated

2. Creation of Charge: Approval for mortgaging assets up to borrowing limits

3. Investment Limits: Increase to ₹1,000 crore over statutory limits

4. Articles of Association: Adoption of new articles compliant with Companies Act 2013

5. Registered Office: Shifting within Delhi from ROC Delhi-II to ROC Delhi-I jurisdiction

Voting Arrangements

  • AGM Date: September 21, 2026 through video conferencing
  • E-voting: September 18-20, 2026 through NSDL platform
  • Record Date: September 14, 2026