AGM Details

  • Date: Monday, July 07, 2026
  • Time: 10:30 A.M. (IST)
  • Mode: Physical meeting
  • Venue: Registered Office at A/104 Common M L Space CTC No.1229, 1229/1 opp. MC DOUN ALDS, TPS-III, D. J. Road, Ville Parle (w), Mumbai-400056, Maharashtra, India
  • Cut-off date: Friday, June 12, 2026
  • Book Closure: Monday, June 29, 2026 to Tuesday, July 7, 2026 (both days inclusive)

Ordinary Business Agenda

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

2. Director Retirement: Re-appointment of Mr. Kuldeep Bharatbhai Khachar (DIN: 09187004) who retires by rotation

3. Statutory Auditors Appointment: Appointment of M/s. Patel Soni Shah & Co, Chartered Accountants (FRN: 127904W) for 5 years from FY 2026-27 to 2030-31

Special Business Agenda

4. Secretarial Auditors Appointment: Appointment of M/s. Ronak Jhuthawat & Co., Company Secretaries (COP: 12094) for 5 years from FY 2026-27 to 2030-31

5. Independent Director Appointment: Ms. Avani Vishnubhai Patel (DIN: 07774901) as Non-Executive Independent Director for 2 years

6. Independent Director Appointment: Ms. Kajal Ankitbhai Pambhar (DIN: 11720540) as Non-Executive Independent Director for 2 years

7. Memorandum of Association: Adoption of new MOA in conformity with Companies Act, 2013

8. Articles of Association: Adoption of new AOA replacing existing articles

9. Managing Director Remuneration: Fixation of tenure and terms for Mr. Ravi Dhirajlal Vagadiya as MD for 5 years from September 8, 2025 with basic salary of ₹120,000 per month

10. Borrowing Limits: Approval for borrowing up to ₹500 crore under Section 180(1)(c) of Companies Act

11. Loans/Guarantees: Approval for loans/guarantees up to ₹200 crore under Section 185

12. Investment Limits: Enhancement of limits to ₹200 crore under Section 186

Corporate Structure Changes

Post-CIRP Restructuring:

  • NCLT approved Resolution Plan on August 18, 2025
  • Existing paid-up equity share capital of ₹69.95 crore (6,99,51,325 shares) extinguished
  • New capital structure implemented: ₹6.44 crore (64,39,903 shares) issued
  • Allocation: Promoters (Successful Resolution Applicants) - 60,00,000 shares, Unsecured Creditors - 3,00,000 shares, Public shareholders - 1,39,903 shares (2:1000 ratio)
  • 1,750 Compulsorily Convertible Debentures of ₹1,00,000 each issued

Board Composition Changes

Directors Appointed (w.e.f. 21.05.2026):

  • Ms. Avani Vishnubhai Patel (Independent)
  • Ms. Kajal Ankitbhai Pambhar (Independent)

Directors Ceased (w.e.f. 21.05.2026):

  • Mr. Manish Mahendrabhai Raval
  • Ms. Purvi Ramkumar Ukani

Current Directors:

  • Mr. Ravi Dhirajlal Vagadiya (Managing Director, DIN: 09187005)
  • Mr. Prashant Ghanshyambhai Ukani (Executive Director & CFO, DIN: 03406521)
  • Mr. Kuldeep Bharatbhai Khachar (Executive Director, DIN: 09187004)
  • Mr. Kevin Chhaganbhai Aghara (Independent Director, DIN: 11159856)

Key Managerial Personnel:

  • CFO: Prashant Ghanshyambhai Ukani (appointed 15.09.2025)
  • Company Secretary: Runel Saxena (appointed w.e.f. 15.04.2026)

Financial Highlights (FY 2025-26)

  • Total Income: ₹349.66 lakhs (Previous year: ₹387.02 lakhs)
  • Total Expenditure: ₹61.18 lakhs (Previous year: ₹16.84 lakhs)
  • Profit Before Tax: ₹288.48 lakhs (Previous year: ₹370.18 lakhs)
  • Profit After Tax: ₹288.48 lakhs (Previous year: ₹370.18 lakhs)
  • EPS: ₹4.48 (Previous year: ₹0.53)

Capital Structure

  • Authorized Capital: ₹70.00 crore (7,00,00,000 equity shares of ₹10 each)
  • Paid-up Capital: ₹6.44 crore (64,39,903 equity shares of ₹10 each) as of March 31, 2026

Auditors and Compliance

  • Statutory Auditors: M/s. S Parth & Co, Chartered Accountants (FY 2025-26)
  • Proposed Statutory Auditors: M/s. Patel Soni Shah & Co (for FY 2026-27 to 2030-31)
  • Secretarial Auditors: M/s. Mehul Raval & Associates (FY 2025-26)
  • Proposed Secretarial Auditors: M/s. Ronak Jhuthawat & Co (for FY 2026-27 to 2030-31)
  • Internal Auditors: M/s. Dhruvan Dalwadi & Co appointed for FY 2026-27

Business Transition

  • Company previously engaged in NBFC activities
  • Post-CIRP, business objects changed to manufacturing of metals and metal-based products
  • ROC approval for object clause change obtained on February 4, 2026
  • No commercial operations during FY 2025-26 due to transitional phase

Regulatory Status

  • Securities currently suspended from trading on BSE due to non-payment of annual listing fees by previous management
  • Application submitted to BSE for revocation of suspension
  • SEBI penalty of ₹20 lakh imposed on company and ₹17 lakh on directors (February 24, 2023)

Voting Arrangements

  • Remote e-voting period: July 4, 2026 (9:00 AM) to July 6, 2026 (5:00 PM)
  • Scrutinizer: CS Ronak Jhuthawat, Practicing Company Secretaries
  • Results to be placed on company website and CDSL website within 2 working days

Corporate Governance

  • Company exempt from corporate governance compliance under Regulation 15(2) of SEBI LODR due to paid-up capital below ₹10 crore and net worth below ₹25 crore
  • Paid-up capital: ₹6.44 crore, Net worth: ₹20.73 crore as of March 31, 2026

Important Notes

  • Financial statements prepared post-CIRP implementation with significant capital restructuring
  • Auditor issued disclaimer of opinion due to transition issues and lack of complete historical records
  • Management disclaimer regarding accuracy of pre-takeover records inherited from previous management

#Tags: #ShivomInvestment #AGMNotice #SEBIDisclosure #PostCIRP #CorporateRestructuring #CapitalReorganization #RegulatoryCompliance #FinancialUpdate #Neutral