BPL Limited Regulatory Disclosure

Board Meeting Outcomes

The Board of Directors at its meeting held on 28 May 2026 (11:35 AM to 5:00 PM):

1. Approved audited financial statements for year ended 31 March 2026:

  • Standalone and Consolidated Profit & Loss Account
  • Standalone and Consolidated Balance Sheet
  • Related notes to accounts

2. Considered publication of Audited Financial Results for quarter and year ended 31 March 2026 (Standalone and Consolidated)

3. Appointment of Independent Director: Subject to shareholder approval, approved reappointment of Mr. C K Sabareeshan (DIN: 00013462) as Independent Director for five consecutive years from FY 2026-2027 to FY 2030-2031.

Director Profile - Mr. C K Sabareeshan

  • Nationality: Indian
  • Original appointment date: 13 August 2021
  • Previous appointment date: 13 August 2021
  • Qualifications: B.Sc with CA and CS qualifications
  • Shareholding: 1,500 shares (0.00%)
  • Board meetings attended: 5 out of 5 held in FY 2025-26
  • Other directorships: VSOL4U Technologies P Ltd, HESA Enterprises Private Limited, Comfypets Private Ltd, Amplify Cleantech Solutions P Ltd, Ariro toys P Ltd
  • Committee memberships: Panasonic Appliances Company India Ltd
  • No resignations from listed entities in past 3 years

Standalone Financial Performance (FY 2025-26)

Balance Sheet (as at 31 March 2026)

  • Total Assets: ₹543.90 crore (₹443.17 crore in FY25)
  • Non-Current Assets: ₹29,628.34 lakh
  • Current Assets: ₹24,761.79 lakh
  • Equity Share Capital: ₹489.77 lakh (unchanged)
  • Other Equity: ₹1,924.86 crore (₹2,006.98 crore in FY25)
  • Total Liabilities: ₹543.90 crore (₹443.17 crore in FY25)
  • Long Term Borrowings: ₹960.00 lakh (₹0 in FY25)

Profit & Loss (Year ended 31 March 2026)

  • Revenue from Operations: ₹796.33 crore (₹1,367.43 crore in FY25)
  • Other Income: ₹150.83 crore (₹583.85 crore in FY25)
  • Total Income: ₹796.33 crore (₹1,367.43 crore in FY25)
  • Total Expenses: ₹767.64 crore (₹701.14 crore in FY25)
  • Finance Cost (non-cash EIR): ₹951.58 lakh (₹0 in FY25)
  • Exceptional Items: ₹286.90 lakh (₹666.29 crore in FY25)
  • Net Loss: ₹(828.29) lakh (Net Profit: ₹40.77 lakh in FY25)
  • EPS: ₹(1.68) (₹0.03 in FY25)

Cash Flow (Year ended 31 March 2026)

  • Net cash from operating activities: ₹(857.21) lakh (₹914.87 lakh in FY25)
  • Net cash from investing activities: ₹(117.90) lakh (₹6,055.70 lakh in FY25)
  • Net cash from financing activities: ₹867.55 lakh (₹(514.90) lakh in FY25)
  • Net decrease in cash: ₹(14.59) lakh (₹7,200.00 lakh increase in FY25)

Segment-wise Performance (Standalone)

Revenue Breakdown:

  • PCB Segment: ₹618.65 crore (₹537.01 crore in FY25)
  • Brand Licensing Fees: ₹162.60 crore (₹246.58 crore in FY25)
  • Unallocated: ₹150.83 crore (₹583.85 crore in FY25)

Segment Results:

  • PCB Segment Profit: ₹216.22 lakh (₹222.84 lakh in FY25)
  • Brand Licensing Profit: ₹102.00 lakh (₹812.95 lakh in FY25)
  • Unallocated Profit: ₹93.52 lakh (₹5,825.69 lakh in FY25)

Consolidated Financial Performance (FY 2025-26)

Balance Sheet (as at 31 March 2026)

  • Total Assets: ₹713.66 crore (₹612.89 crore in FY25)
  • Total Liabilities: ₹338.30 crore (₹193.50 crore in FY25)
  • Net Worth: ₹375.36 crore (₹419.39 crore in FY25)

Profit & Loss (Year ended 31 March 2026)

  • Total Income: ₹798.97 crore (₹1,369.65 crore in FY25)
  • Net Loss attributable to owners: ₹(847.85) lakh (₹(17.16) lakh in FY25)
  • EPS: ₹(1.73) (₹(0.04) in FY25)

Key Notes to Financial Statements

1. Contingent Liabilities: ₹65.34 crore as of 31 March 2026 (₹69.83 crore in FY25)

  • Unsecured creditor obtained arbitral award in Supreme Court
  • Company paid ₹72 crore in November 2024, asked to deposit additional ₹96 crore
  • SLP dismissed in December 2025, review petition pending
  • Creditor filed Section 9 IBC application before NCLT Cochin

2. ARCIL Claim: Lodged claim based on corporate guarantee for BPL Display Devices Limited (in liquidation)

3. Preference Shares: ₹1,695.87 crore preference shares due for redemption since August 2019 but not redeemed due to insufficiency of profits under Section 55 of Companies Act, 2013

4. Non-cash Interest: ₹9.51 crore interest on intercompany borrowing accrued using effective interest method under Ind AS 109, payable only at maturity

5. Subsidiary Status: Ramagundam Power Generation Private Limited (formerly BPL Power Projects) has not commenced commercial operations but management considers it a going concern

Auditor's Report - Qualified Opinion

MKUK & Associates issued qualified opinion on both standalone and consolidated financial statements citing:

1. Preference Shares Redemption: Company yet to redeem preference shares amounting to ₹1,695.87 crore due since August 2019 due to inadequacy of profits

2. Going Concern Issue: For subsidiary Ramagundam Power Generation Private Limited, factors underlying going concern assumption no longer exist

3. Revenue Recognition: Revenue from brand licensing accounted based on customer confirmation, reconciliation in progress

4. Capital Work in Progress: ₹13.35 crore project work in progress pending transfer to subsidiary

Legal and Regulatory Compliance

  • Financial statements prepared in compliance with Ind AS
  • Format modified per SEBI circular CIR/CFD/CMD/15/2015 dated 30 November 2015 and 5th July 2016
  • Previous period figures regrouped/reclassified for consistency

Audit Committee and Board Approval

  • Financial results reviewed and approved by Audit Committee on 19 May 2026
  • Taken on record by Board at meeting on 28 May 2026