Key Quantitative Figures

  • Net Profit for FY 2025-26: ₹377.97 lakhs (₹3.78 crore) compared to loss of ₹74.23 lakhs in previous year
  • Other Income: ₹799.39 lakhs (primarily from sale of fixed assets and investments)
  • Finance Cost: ₹4.32 lakhs
  • Depreciation: ₹71.42 lakhs
  • Tax Provision: ₹128.67 lakhs (Current tax: ₹175.17 lakhs, Deferred tax reversal: ₹46.49 lakhs)
  • Paid-up Share Capital: ₹700.00 lakhs (70,00,000 equity shares of ₹10 each)
  • Reserves and Surplus: ₹1,791.16 lakhs
  • Total Assets: ₹2,912.35 lakhs
  • Current Borrowings: ₹296.46 lakhs (from directors)
  • Authorized Share Capital: Increased from ₹10 crore to ₹15 crore during FY 2026-27

AGM Details and Resolutions

Meeting Date: September 30, 2026 at 11:30 AM through Video Conferencing/Audio Visual Means

Record Date: September 23, 2026

Ordinary Business

1. Adoption of Financial Statements: Approval of audited standalone financial statements for FY ended March 31, 2026 with reports of Board and Auditors

2. Appointment of Director: Mr. Shivji Dholu (DIN: 01941254) retires by rotation and seeks reappointment

3. Statutory Auditors Appointment: M/s. B K Patel & Co., Chartered Accountants (FRN: 112647W) appointed for 5 years until 38th AGM

Special Business

4. Casual Vacancy Appointment: M/s. B K Patel & Co. appointed to fill vacancy caused by resignation of previous auditors M/s. Ashok Dhariwal & Co.

5. Secretarial Auditor: Mrs. Rupal Patel, Practising Company Secretary (FCS No. 6275) appointed for 5 years from FY 2026-27 to 2030-31 at remuneration of ₹1,00,000 per annum

6. Regularization of Executive Directors:

  • Mr. Vinesh Dholu (DIN: 02953383) as Executive Director
  • Mr. Jagdish Dholu (DIN: 06683968) as Executive Director

7. Managing Director Appointment: Mr. Jagdish Dholu appointed as Managing Director for 5 years from August 27, 2026 at nil remuneration

8. Independent Director Appointments:

  • Mr. Jaimish Patel (DIN: 09647742) as Non-Executive Independent Director for 5 years
  • Ms. Mansi Hardik Shah (DIN: 00031947) as Non-Executive Independent Director for 5 years

9. Non-Executive Director: Mr. Shivji Dholu regularized as Non-Executive, Non-Independent Director

10. Company Name Change: Approval to change name from "Lippi Systems Limited" to "Nilkanth Resources Limited" subject to MCA approval

11. Alteration of Objects Clause: Complete overhaul of main objects to include bentonite mining, mineral extraction, processing and trading activities

12. Adoption of New MOA: Replacement of existing Memorandum of Association with new version compliant with Companies Act, 2013

13. Related Party Transactions: Approval for RPTs with 6 related parties with annual limits:

  • Prism Vista Mineral Private Limited: ₹25 crore
  • Vinesh Dholu and Jagdish Dholu: ₹25 crore (land acquisition)
  • Family members: ₹0.07 crore (office rent)
  • Shree Shyam Mineral Corporation: ₹15 crore
  • Nilkanth Marki Zari Coal Block Private Limited: ₹35 crore
  • Nilkanth Infra Mining Limited: ₹25 crore

14. Loans and Investments: Approval for loans, guarantees, and investments up to ₹100 crore aggregate outstanding

15. Borrowing Limits: Approval for borrowing limits up to ₹500 crore and creation of charges on company assets

Management Changes

Resignations (effective August 27, 2026):

  • Mr. Nandlal J. Agrawal (Managing Director)
  • Mr. Kunal N. Agrawal (Whole Time Director)
  • Mr. Tirthraj A. Pandya (Director)
  • Mrs. Apexa Panchal (Independent Woman Director)

New Appointments (effective August 27, 2026):

  • Mr. Jagdish S. Dholu as Managing Director
  • Mr. Vinesh S. Dholu as Executive Director
  • Mr. Jaimish Patel as Independent Director
  • Mr. Shivji Dholu as Non-Executive Director
  • Ms. Mansi Shah as Independent Director (from June 4, 2026)

Financial Performance Highlights

FY 2025-26 vs FY 2024-25:

  • Net Sales: Nil both years (no manufacturing operations)
  • Other Income: ₹799.39 lakhs vs ₹53.82 lakhs
  • Finance Cost: ₹4.32 lakhs vs Nil
  • Depreciation: ₹71.42 lakhs vs ₹82.87 lakhs
  • Net Profit: ₹377.97 lakhs vs Loss of ₹74.23 lakhs

Segment-wise Performance:

  • Manufacturing of Engraved Cylinders: No operations
  • Power Generation through Windmill: ₹27.32 lakhs revenue
  • Other Income: ₹772.07 lakhs

Corporate Actions

Change in Control: Subsequent to March 31, 2026, promoters entered into Share Purchase Agreement (May 18, 2026) for transfer of 35,67,969 equity shares (50.97% stake) to new acquirers (Dholu family)

Preferential Issue: Board approved issuance of 65,00,000 warrants convertible into equity shares at ₹56.84 per warrant

Auditor Information

Statutory Auditors:

  • M/s. Ashok Dhariwal & Co. (resigned effective August 27, 2026)
  • M/s. B K Patel & Co. appointed as new statutory auditors

Secretarial Auditor:

  • M/s. Kunal Sharma & Associates for FY 2025-26
  • Mrs. Rupal Patel proposed for FY 2026-27 to 2030-31

Internal Auditor:

  • M/s. Aswani & Associates for FY 2025-26
  • M/s. J C Patel & Company for FY 2026-27

Capital Structure Impact

  • No immediate dilution from resolutions
  • Potential future dilution from 65,00,000 warrants if converted
  • Change in promoter holding structure post SPA execution

Cash Flow Implications

  • Significant cash inflow from sale of fixed assets during FY 2025-26
  • Proposed land acquisition worth up to ₹25 crore under RPTs
  • Borrowing limits approval enables future debt fundraising