Financial Performance Highlights
FY 2025-26 Financial Results (all figures in ₹ lakhs):
- Revenue from Operations: ₹51.80
- Employee Benefits Expense: ₹24.61
- Other Expenses: ₹20.83
- Total Expenses: ₹45.44
- Profit Before Tax: ₹6.36
- Net Profit: ₹6.36
- Earnings Per Share (Basic & Diluted): ₹4.89 (Face value ₹100 per share)
FY 2024-25 Comparison:
- Revenue from Operations: ₹0
- Net Loss: ₹(107.93)
- Earnings Per Share: ₹(83.02)
Balance Sheet Position as at March 31, 2026:
- Property, Plant and Equipment: ₹8.34 lakhs (net of impairment)
- Investments: ₹2.50 lakhs
- Other Financial Assets: ₹1,032.01 lakhs (deposits with government authorities)
- Cash and Cash Equivalents: ₹45.47 lakhs
- Other Current Assets: ₹67.33 lakhs
- Total Assets: ₹1,245.66 lakhs
- Equity Share Capital: ₹1,300.00 lakhs (13,000 shares of ₹100 each)
- Retained Earnings: ₹(2,200.50) lakhs
- Total Equity: ₹(895.33) lakhs
- Short Term Borrowings: ₹1,823.92 lakhs (unsecured loan from director)
- Trade Payables: ₹86.96 lakhs
- Other Current Liabilities: ₹40.11 lakhs
- Other Financial Liabilities: ₹190.00 lakhs (10,000 preference shares of ₹190 each, redeemable since 2003)
Key Operational Details
- Business Activity: Consulting and advisory services in construction and real estate sector
- The company recommenced business operations in FY26 after period of inactivity
- No manufacturing activity during the year
- No foreign exchange earnings or outgo
- No amounts transferred to Investor Education and Protection Fund
AGM Details and Resolutions
92nd Annual General Meeting:
- Date: Wednesday, September 30, 2026
- Time: 11:30 AM
- Venue: Corporate office at 301-A, Vedanta building, 3rd floor, 779, Makwana Road, Marol, Andheri (East), Mumbai 400 059 through video conferencing
Ordinary Business:
1. Adoption of audited standalone financial statements for FY ended March 31, 2026
2. Re-appointment of Ms. Minal Wadhwa (DIN: 07220456) who retires by rotation
3. Appointment of M/s. J P K D & Co LLP, Chartered Accountants (Firm Registration No. W100950) as statutory auditors for 5 years
Special Business:
4. Approval for purchase/acquisition/rent of premises from Harshvardhan Construction (related party) for consideration not exceeding ₹3.25 crores
Related Party Transaction Details
- Related Party: Harshvardhan Construction (partnership firm)
- Nature of Relationship: Common directors/partners (Manoj Wadhwa and Harshvardhan Wadhwa)
- Transaction: Purchase/acquisition/rent of premises at Wadhwa 723 Avenue, Unit No. 504, Saug Baug, Marol, Andheri East, Mumbai 400059
- Area: Approximately 968 sq. ft.
- Maximum Consideration: ₹3.25 crores (including taxes, stamp duty, registration charges)
- Estimated Value for Purchase: ₹3.05 crores
- Annual Rent Consideration: ₹42.50 lakhs
- Tenure: 5 years on rent (freehold/leasehold)
- Expected Date: October 2026
- Source of Funds: Internal accruals
- Previous Transactions: ₹182.39 lakhs during current financial year
Director Changes and Appointments
- Mr. Deepak Mirchandani resigned as Independent Director effective August 13, 2025
- Mr. Shantanu Bagwe and Ms. Crystal Dsouza appointed as Independent Directors for 5 years effective August 12, 2025
- Ms. Minal Wadhwa retires by rotation and offers herself for re-appointment
Auditor Changes
- M/s. Agarwal Iyer & Associates resigned as statutory auditors due to ill health effective May 13, 2026
- M/s. J P K D & Co LLP appointed as statutory auditors to fill casual vacancy at board meeting held June 9, 2026
- Proposed remuneration to be determined by board in consultation with auditors
Regulatory and Legal Matters
SAT Order and Listing Status:
- Securities Appellate Tribunal (SAT) order dated April 7, 2025 set aside delisting order
- Company status changed from "Delisted" to "Suspended" effective April 25, 2025
- Trading suspension continues as of March 31, 2026
- Company making efforts to complete pending compliances for revocation of suspension
Preference Shares Redemption:
- 10,000 preference shares of ₹190 each were redeemable on or before June 14, 2003 but not redeemed
- Arrears of dividend on preference shares: ₹90,000 (up to June 15, 1993)
- Total liability including potential interest: ₹51.96 lakhs up to March 31, 2026
Legal Proceedings:
- Labour court matter regarding wages payable to workmen (approximately ₹2.50 lakhs)
- Company deposited ₹10.32 lakhs with Bombay High Court as conditional stay
- Matter decided in company's favor subsequent to year-end (July 14, 2026)
- Amount refunded with interest (to be recognized in FY27)
BSE Penalties:
- FY25: Paid ₹88,665 in full settlement of fines levied by BSE for non-compliance with listing regulations
Capital Structure
- Authorized Share Capital: ₹259.00 lakhs (Equity: ₹190.00 lakhs, Preference: ₹19.00 lakhs, Unclassified: ₹50.00 lakhs)
- Issued, Subscribed and Paid-up: ₹130.00 lakhs (13,000 equity shares of ₹100 each)
- No change in share capital during the year
- Major Shareholders: Anmol Properties Pvt Ltd (19.28%), Manoj Wadhwa (22.74%), Harsh Manoj Wadhwa (19.23%)
Board and Committee Meetings
- Board met 5 times during FY26: May 20, 2025; August 12, 2025; September 8, 2025; November 12, 2025; January 27, 2026
- Audit Committee met 4 times during the year
- Nomination and Remuneration Committee met once
- Stakeholders Relationship Committee met once
- Independent Directors meeting held on March 30, 2026
Key Managerial Personnel
- Mr. Manoj Wadhwa: Chairman & Managing Director
- Ms. Hetal Shah: Company Secretary & Compliance Officer
- Ms. Hansa Chauhan: Chief Financial Officer
Other Significant Disclosures
- Company has negative net worth of ₹895.33 lakhs
- No dividend declared for FY26 due to accumulated losses
- No CSR expenditure as provisions not applicable
- No material changes affecting financial position between year-end and report date
- Vigil mechanism and whistle blower policy in place
- No frauds reported by auditors or management
- Internal financial controls considered adequate
- Going concern basis adopted despite accumulated losses
Record Date and E-voting Details
- Record Date for AGM: Tuesday, September 22, 2026
- Remote e-voting period: September 25, 2026 (9:00 AM) to September 29, 2026 (5:00 PM)
- E-voting through CDSL platform