Board Meeting Details

The Board of Directors meeting was held on Friday, 13th November, 2026, commencing at 10:00 PM and concluding at 11:30 PM.

Key Matters Approved

1. Standalone Unaudited Financial Results for H1 FY27

The Board considered and approved the Standalone Unaudited Financial Results for the half year ended 30th September, 2026, along with the Limited Review Report issued by the statutory auditors, M/s KRA & Associates.

Financial Performance Highlights (Amounts in Rs. Lakhs):

  • Revenue from operations: 50.00 (vs. 100.79 in H1 FY26)
  • Other income: 0.00 (vs. 9.61 in H1 FY26)
  • Total revenue: 50.00 (vs. 110.40 in H1 FY26)
  • Total expenses: 53.24 (vs. 93.42 in H1 FY26)
  • Loss before exceptional items and tax: (3.24) (vs. profit of 16.98 in H1 FY26)
  • Exceptional item: (15.00)
  • Loss before tax: (3.24) (vs. profit of 16.98 in H1 FY26)
  • Tax expense: 0.09
  • Net loss for the period: (3.33) (vs. profit of 16.98 in H1 FY26)
  • Basic & Diluted EPS: (0.11) (vs. 0.57 in H1 FY26)
  • Paid-up equity share capital: 300.11 (unchanged)

2. Related Party Transactions - Purchase of SJM Investments Shares

The Board took note of the purchase of 62,500 equity shares of SJM Investments (Delhi) Private Limited from related parties at Rs 3,825 per share:

  • From Beta Stock Brokers (Proprietorship of Mr. Suresh Bohra): 6,650 shares
  • From Babsons HUF: 21,327 shares
  • From Mrs. Babita Bohra: 8,998 shares
  • From Mr. Rohit Bohra: 25,525 shares
  • Total consideration: Rs 2,39,06,250 (62,500 shares × Rs 3,825)

3. Subsequent Sale of Shares and Loan Agreement

The Board noted that the 62,500 SJM Investments shares were subsequently sold to Dr. Bilha Theresa K. J. for Rs 5,33,08,190 pursuant to a Share Transfer Agreement dated 28th October, 2026.

The Board also noted the execution of a Loan Agreement dated 28th October, 2026, with Dr. Bilha Theresa K. J. for Rs 4,46,87,500.

4. Assignment of Debt

The Board noted the assignment of debt aggregating Rs 17,16,00,000 in favor of Dr. Bilha Theresa K. J., pertaining to:

  • Mr. Anuranjan Jha: Rs 10,72,50,000
  • Mr. Pradeep Kumar Jha: Rs 4,14,70,000
  • Mr. Amit Kumar Kushwaha: Rs 2,28,80,000

Auditor's Review Report

M/s KRA & Associates, Chartered Accountants (Firm Registration No. 002352N) issued an unmodified review report on the standalone unaudited financial results for H1 FY27.

Emphasis of Matters highlighted by auditors:

1. Zero Optional Convertible Debentures under non-current investments: Rs 756.00 lakhs as at 30 September 2025 (756 ZOCDs @ Rs 1 lakh each). 509 ZOCDs are in DEMAT account, while 247 ZOCDs were wrongly transferred to one party, with management in process to recover them.

2. Pending confirmations/statements of old debit balances of long-term loans and advances: Rs 6188.55 lakhs considered good as management is hopeful of recovery/adjustment.

3. Application filed under Sabka Vishwas (Legacy Dispute Resolution) Scheme, 2019 for settlement of service tax matter of Rs 27.04 lakhs related to FY 2017-2018. Form SVLDR-1 filed on 15.01.2020.

Financial Position as at 30 September 2026 (Standalone)

  • Total assets/liabilities: Rs 10,071.06 lakhs
  • Share capital: Rs 300.11 lakhs
  • Reserves and surplus: Rs 3.58 lakhs
  • Long-term borrowings: Rs 9,400.00 lakhs
  • Non-current investments: Rs 1,233.53 lakhs
  • Long-term loans and advances: Rs 6,640.57 lakhs
  • Trade receivables: Rs 1,239.80 lakhs

Additional Notes from Financial Statements

  • Company issued debentures on discount of Rs 1170.54 lakh in FY 2017-18. Till FY 2020-21, company wrote off discount of Rs 312.13 lakh. During the year, company decided not to write off discount on debentures of Rs 78.03 lakhs through P&L, with remaining Rs 858.41 lakhs to be written off when debentures are redeemed.
  • Company is exempt from applying IndAS as per MCA notification for companies listed or in process of listing on SME exchanges.
  • Balances of debtors, creditors & advances are subject to confirmations.