AGM Details
The 31st AGM will be held on Tuesday, September 29, 2026 at 11:00 A.M. (IST) at the Registered Office situated at No. 1175, Sungam Circle, Trichy Road, Ramanathapuram, Coimbatore – 641045, Tamil Nadu, India.
Ordinary Business Items
1. Adoption of Audited Financial Statements
To receive, consider and adopt the Audited Standalone Financial Statements for the financial year ended March 31, 2026, together with Reports of the Board of Directors and Statutory Auditors.
2. Re-appointment of Mr. Kalpesh Bafna (DIN: 01490521)
Re-appointment as Director retiring by rotation pursuant to Section 152(6) of the Companies Act, 2013. Ordinary Resolution required.
Special Business Items
3. Appointment of Mr. Ramesh Chand Bafna (DIN: 02483312) as Managing Director
Special Resolution for appointment as Managing Director for five consecutive years from September 04, 2026 to September 03, 2031, notwithstanding that he will attain age seventy on December 21, 2026 during the tenure.
Remuneration Terms for Mr. Ramesh Chand Bafna:
- Remuneration approved for first three years (September 04, 2026 to September 03, 2029)
- Overall ceiling of ₹84,00,000 per financial year, proportionately for part years
- Basic salary: ₹5,00,000 per month subject to revision by Board
- Medical reimbursement: Up to one month's basic salary per year
- Leave travel allowance: Up to one month's basic salary per year
- Club fees: Not more than two clubs (excluding admission/life membership)
- Personal accident insurance: Premium not exceeding ₹4,000 per year
- Car and telephone provided for official use
- Retirement benefits: PF, superannuation, gratuity, leave encashment
- In absence/inadequacy of profits: Payable as minimum remuneration under Schedule V
4. Appointment of Mr. Kalpesh Bafna (DIN: 01490521) as Whole-Time Director
Special Resolution for appointment as Whole-Time Director for five consecutive years from September 04, 2026 to September 03, 2031, conditional upon his re-appointment as Director under Item No. 2.
Remuneration Terms for Mr. Kalpesh Bafna:
- Identical remuneration structure as Mr. Ramesh Chand Bafna
- Overall ceiling of ₹84,00,000 per financial year
- Same components and conditions as specified for Managing Director
Financial Performance Data
Based on audited financial statements:
- FY 2023-24: Revenue from operations ₹201.62 lakh, Profit before tax ₹9.44 lakh, Profit after tax ₹8.07 lakh
- FY 2024-25: Revenue from operations Nil, Loss before tax (₹84.64) lakh, Loss after tax (₹85.92) lakh
- FY 2025-26: Revenue from operations ₹1,436.33 lakh, Profit before tax ₹20.03 lakh, Profit after tax ₹19.39 lakh
Director Background and Shareholding
Mr. Ramesh Chand Bafna:
- Age: 69 years (DOB: December 21, 1956)
- Qualifications: B.Com., Post Graduate in Management from IIM Bangalore
- Experience: Three decades in real estate, construction, infrastructure
- Current holding: 18,08,500 equity shares (59.71% as of June 30, 2026)
- Past remuneration: FY 2024-25: ₹12,00,000; FY 2025-26: Nil paid
- Unsecured loan to company: Approximately ₹114.01 lakh
Mr. Kalpesh Bafna:
- Age: 46 years (DOB: April 19, 1980)
- Qualifications: B.Com., Post Graduate Diploma in Management Information Systems
- Experience: Fifteen years in construction, real estate, project execution
- Current holding: 2,90,000 equity shares (9.58% as of June 30, 2026)
- Past remuneration: FY 2024-25: ₹6,00,000; FY 2025-26: Nil paid
- Unsecured loan to company: Approximately ₹24.05 lakh
Voting Arrangements
- Remote e-voting period: September 26, 2026 (9:00 AM) to September 28, 2026 (5:00 PM) via CDSL platform
- Cut-off date for eligibility: September 22, 2026
- Scrutinizer: M/s. R G Jain & Associates, Chartered Accountants
- Physical voting also available at AGM venue
Related Party Relationships
- Mr. Ramesh Chand Bafna is father of Mr. Kalpesh Bafna
- Mr. Kalpesh Bafna is spouse of Mrs. Poonam Bafna, Chief Financial Officer
- Both directors are financially interested in their respective appointment resolutions