Financial Performance Summary (FY 2025-26)

  • Total Income: ₹63.57 lakhs (Previous year: ₹47.31 lakhs)
  • Total Expenditure: ₹59.46 lakhs (Previous year: ₹54.40 lakhs)
  • Profit/(Loss) Before Tax: ₹4.10 lakhs profit (Previous year: ₹7.09 lakhs loss)
  • Net Profit/(Loss) After Tax: ₹0.39 lakhs profit (Previous year: ₹3.77 lakhs loss)
  • Earnings Per Share: ₹0.00 (Previous year: ₹(0.12))
  • Paid-up Capital: ₹320.01 lakhs (32,00,060 equity shares of ₹10 each)
  • Authorized Capital: ₹335.00 lakhs (proposed to increase to ₹1,800.00 lakhs)

Key Quantitative Figures

  • Long-term Borrowings: ₹96.13 lakhs (reduced from ₹796.55 lakhs in previous year)
  • Inventory: ₹490.16 lakhs (reduced from ₹809.04 lakhs in previous year)
  • Cash & Bank Balances: ₹153.33 lakhs (increased from ₹5.77 lakhs in previous year)
  • Trade Receivables: ₹17.37 lakhs
  • Deferred Tax Asset (Net): ₹16.50 lakhs

AGM Business Items

Ordinary Business:

1. Adoption of audited financial statements for FY ended March 31, 2026

2. Re-appointment of Mr. Danish Zakaria Aghadi (DIN: 05017846) who retires by rotation

Special Business:

3. Regularization of Mr. Ritesh Tiwari (DIN: 08156364) as Managing Director and Chairman for 5 years from September 4, 2026 to September 3, 2031 with remuneration up to ₹30 lakhs per annum

4. Regularization of Ms. Alka Tiwari (DIN: 08173830) as Whole-Time Director for 5 years from July 14, 2026 to July 13, 2031 with remuneration to be decided by Board/NRC

5. Change in designation of Mr. Danish Zakaria Aghadi from Managing Director to Executive Director effective September 4, 2026

6. Approval of material related party transactions with maximum value of ₹20 crores each per annum with:

  • Ritesh Tiwari (Loan, Investments, salary and reimbursements)
  • Alka Tiwari (Loan, Investments, salary and reimbursements)
  • Namastika Retail Private Limited (Loan, Investments, salary and reimbursements)
  • Namastika Ventures LLP (Loan, Investments, salary and reimbursements)

7. Change of Company name from Net Pix Shorts Digital Media Limited to Namastika Limited

8. Complete alteration of Object Clause of Memorandum of Association to transition from digital media business to textile and apparel manufacturing, trading, and retail business

9. Increase in Authorized Share Capital from ₹3.35 crores to ₹18.00 crores by creating additional 1,46,50,000 equity shares of ₹10 each

10. Shifting of Registered Office from Maharashtra to Rajasthan at "6/56 Swati Mehrotra Road SFS Mansarovar Jaipur Rajasthan-302020"

11. Re-classification of Promoters - Designating Mr. Ritesh Tiwari and Ms. Alka Tiwari as new promoters and re-classifying Mr. Danish Zakaria Aghadi to public category

Management Change and Takeover Details

  • Change in Control: Mr. Ritesh Tiwari and Ms. Alka Tiwari acquired 23,00,000 equity shares (71.87% stake) from Mr. Danish Zakaria Aghadi through Share Purchase Agreement dated December 15, 2025 at ₹30 per share
  • Open Offer: Made on February 6, 2026 to acquire up to 8,32,016 shares (26%) at ₹32 per share, received 60,000 shares (1.87%)
  • New Shareholding Pattern:
  • Ritesh Tiwari: 12,10,000 shares
  • Alka Tiwari: 11,50,000 shares
  • Danish Zakaria Aghadi: 0 shares (previously 23,00,000 shares)
  • Board Changes:
  • Mr. Ritesh Tiwari appointed Additional Director (Managing Designate) from July 14, 2026
  • Ms. Alka Tiwari appointed Additional Director (Whole-Time Director) from July 14, 2026
  • Ms. Nazish Imran Furniturewala resigned as CFO effective July 14, 2026
  • Ms. Neelam Navinchandra Patel appointed Company Secretary effective August 6, 2025

Business Transformation Rationale

The company was acquired by new management who are not interested in continuing existing digital media business. They plan to methodically refocus from existing business assets and focus resources to new business lines in textile and apparel manufacturing, trading, and retail as explained in the new objects.

Record Date and Share Transfer

  • Record Date for AGM: September 23, 2026
  • Share Transfer Books Closure: September 24, 2026 to September 30, 2026 (both days inclusive)

Financial Impact Assessment

  • The business transformation may have significant financial impact but not quantified in disclosure
  • Related party transactions approved up to ₹20 crores per counterparty
  • Capital increase may lead to future fundraising activities
  • Registered office shift may result in cost savings

Voting Arrangements

  • Physical voting at AGM (company exempt from e-voting requirements as SME listed)
  • Proxy forms to be deposited 48 hours before meeting
  • Scrutinizer: Ms. Rohini Janardan Pimple, Practicing Company Secretary

#Tags: #NetPixShorts #Namastika #BusinessTransformation #AGM2026 #SEBIDisclosure #CorporateRestructuring #TextileBusiness #ManagementTakeover