Key Quantitative Figures

Financial Performance (₹ in lakhs):

  • Gross Income: 14.29 (FY26) vs 3.62 (FY25)
  • Total Expenditure: 120.19 (FY26) vs 69.68 (FY25)
  • Net Loss Before Tax: (8,738.29) (FY26) vs (2,092.85) (FY25)
  • Exceptional Items: (7,553.00) (FY26) related to Fresh Start Accounting
  • Depreciation: 1,079.40 (FY26) vs 2,026.80 (FY25)
  • Share Capital: Authorized ₹32,00,00,000; Paid-up ₹31,00,48,560
  • Cash & Cash Equivalents: ₹0.25 lakhs (31-Mar-2026) vs ₹3,056.42 lakhs (31-Mar-2025)

Liquidation Proceedings:

  • Company acquired as going concern pursuant to NCLT order dated 26-Feb-2026
  • All pre-transfer dues and liabilities permanently extinguished
  • Existing equity share capital cancelled without payout
  • Liquidator Mr. Gajesh Labhchand Jain discharged from duties

Dates of Action

  • NCLT Order Date: 26-Feb-2026
  • Transfer Date: 07-Nov-2024 (acquisition completed)
  • AGM Date: 30-Sep-2026 at 11:30 AM
  • Record Date: 23-Sep-2026
  • Book Closure: 24-Sep-2026 to 30-Sep-2026
  • E-voting Period: 27-Sep-2026 (9:00 AM) to 29-Sep-2026 (5:00 PM)

Parties Involved

  • Regulators: SEBI, BSE, NSE, NCLT Mumbai Bench
  • Auditors: M/s S.K. Bhavsar & Co. (Statutory), M/s Kishan Patel & Associates (Internal), M/s Pooja M Patel & Associates (Secretarial)
  • RTA: MUFG Intime India Pvt Ltd
  • Bankers: ICICI Bank
  • Liquidator: Mr. Gajesh Labhchand Jain

Board and Management Changes

Appointments (2026):

  • Ms. Meena Arvind Bhanushali as Managing Director (from 19-Aug-2026, subject to shareholder approval)
  • Mr. Kamlesh Bachani as Company Secretary & Compliance Officer (from 14-Apr-2026)

Resignations (2026):

  • Ms. Pooja Jain as Company Secretary & Compliance Officer (10-Apr-2026)
  • Mr. Arvind Pradhan Bhanushali as Managing Director (24-Aug-2026)
  • Mr. Kurjibhai Premjibhai Rupareliya as Executive Director (18-Aug-2026)

Current Board Composition:

1. Meena Arvind Bhanushali - Managing Director

2. Shilpa Singh - Non-Executive Non-Independent Director, Chairperson

3. Priyanshu Alpeshkumar Sheth - Non-Executive Independent Director

4. Jignesh R Lasaniawala - Non-Executive Independent Director

AGM Agenda Items

Ordinary Business:

1. Adoption of audited financial statements for FY 2025-26

2. Re-appointment of Ms. Shilpa Singh (DIN: 08448114) as Director retiring by rotation

3. Appointment of M/s. S K Bhavsar & Co. as Statutory Auditors for 5 years (FY2027-2031)

Special Business:

4. Regularization of appointment of Ms. Meena Arvind Bhanushali as Managing Director for 5 years

5. Adoption of new Memorandum of Association with additional main objects:

  • Licensing of trademarks and intellectual property
  • Production and distribution of films and audio-visual content
  • Acquisition and exploitation of intellectual property rights
  • Acquisition and exploitation of film rights
  • Jewellery and gemstones business

6. Appointment of M/s. Pooja M. Patel & Associates as Secretarial Auditor for 5 years (FY2027-2031)

Financial and Operational Impact

  • Capital Structure Impact: Existing share capital to be reduced/cancelled; fresh equity shares to be issued as per NCLT directions
  • Cash Flow Implications: Significant reduction in borrowings from ₹18,579.59 lakhs to ₹1,000.00 lakhs
  • Going Concern Uncertainty: Material uncertainty exists regarding SEBI approvals and lifting of trading suspension
  • Asset Valuation: Transferred assets recorded at management-determined values pending technical valuation

Corporate Governance

  • Company was under liquidation proceedings for most of FY2025-26
  • Board committees constituted on 16-Mar-2026 after acquisition
  • Only 1 Board meeting held during the year (16-Mar-2026)
  • Corporate governance compliance impacted during liquidation period

Internal Controls and Audit Qualifications

  • Statutory auditors reported material weakness in internal financial controls documentation
  • Secretarial audit report contains qualifications due to unavailability of pre-March 2026 records
  • Management certification provided for financial statements and internal controls

Other Material Information

  • Company shares remain suspended from trading on BSE and NSE
  • No dividends declared for FY2025-26 due to losses
  • No deposits accepted from public during the year
  • Related party transactions include loans from directors totaling ₹1,000 lakhs
  • Company has not conducted any business operations during the year