AGM Details

The 34th Annual General Meeting is scheduled to be held on Wednesday, 30th September, 2026 at 03:00 p.m. (IST) at Imperial Lounge (NSCI), The National Sports Club of India, Lotus Colony, Worli, Mumbai 400018.

Key AGM Timelines:

  • Cut-off date for e-voting: Wednesday, 23rd September, 2026
  • Remote e-voting period: Sunday, 27th September, 2026 (9:00 a.m. IST) to Tuesday, 29th September, 2026 (5:00 p.m. IST)

Ordinary Business Agenda

1. To receive, consider and adopt the Audited Financial Statement of the Company for the financial year ended March 31st, 2026 together with the report of the Board of Directors and Auditors thereon.

2. To elect a director in place of Mr. Wasim Nisar Rizvi (DIN:08651434), who retires by rotation and being eligible, offers himself for reappointment.

Financial Highlights (Amount in INR)

Income Statement Summary:

| Particulars | FY 2025-26 | FY 2024-25 |

| Net Sales/Income from Operation | 9,47,82,071 | 18,69,53,623 |

| Other Income | 6,00,23,621 | 36,03,93,440 |

| Total Income | 15,48,05,692 | 54,73,47,063 |

| Profit before interest, Depreciation & Tax | 2,01,82,309 | 1,97,59,699 |

| Less: Interest (Financial Cost) | 58,36,947 | 30,61,130 |

| Less: Depreciation | 6,03,233 | 70,049 |

| Profit Before Tax | 1,37,42,130 | 1,66,28,519 |

| Less: Current tax | 35,00,000 | 44,00,000 |

| Less: Deferred Tax | 2,27,953 | (58,611) |

| Net Profit after tax | 1,00,14,177 | 1,22,87,130 |

| EPS (Basic) | 1.47 | 2.26 |

| EPS (Diluted) | 1.47 | 2.26 |

Balance Sheet Summary:

| Particulars | As at 31 March 2026 | As at 31 March 2025 |

| Share Capital | 6,80,00,000 | 6,80,00,000 |

| Reserves and Surplus | 14,30,05,595 | 13,29,91,418 |

| Total Equity | 21,10,05,595 | 20,09,91,418 |

| Long-term borrowings | - | 6,17,8064 |

| Short-term borrowings | 7,72,05,967 | 4,76,72,106 |

| Trade payables | 24,55,43,841 | 42,75,77,497 |

| Total Liabilities | 54,79,97,011 | 69,92,41,020 |

Dividend Declaration

No dividend recommended for the year to preserve financial resources.

Transfer to Reserves

The entire profit of ₹1,00,14,177 earned during the financial year has been transferred to General Reserve.

Share Capital Structure

  • Authorized Share Capital: ₹7,50,00,000 consisting of 75,00,000 Equity Shares of ₹10/- each
  • Issued, Subscribed and Paid-Up Share Capital: ₹6,80,00,000 consisting of 68,00,000 Equity Shares of ₹10/- each
  • No changes in share capital during the year under review

Board of Directors

| Name | Designation |

| Mr. Arif Esmail Merchant | Managing Director |

| Mr. Hashim Arif Merchant | Director |

| Mr. Wasim Nisar Rizvi | Non-Executive Director |

| Ms. Valentina Priyanka Ekberth Creado | Independent Director |

| Mr. Vijay Kumar Bhatt | Independent Director |

Key Managerial Personnel

  • Ms. Farheen Ansari, Chief Financial Officer
  • Ms. Khyati Palash Sheth, Company Secretary (appointed on 10th April, 2025)

Board Meetings

During FY 2025-26, 5 Board Meetings were held on: 10/04/2025, 30/05/2025, 06/09/2025, 14/11/2025, and 21/01/2026. All directors attended all meetings.

Committee Structure and Meetings

Audit Committee:

  • Composition: Mr. Vijay Kumar Bhatt (Chairman), Ms. Valentina Priyanka Creado, Mr. Wasim Nisar Rizvi
  • Meetings: 2 meetings held on 30/05/2025 and 14/11/2025

Stakeholders' Relationship Committee:

  • Composition: Mr. Vijay Kumar Bhatt (Chairman), Ms. Valentina Priyanka Creado, Mr. Wasim Nisar Rizvi
  • Meetings: 2 meetings held on 10/04/2025 and 21/01/2026
  • No complaints received during the financial year

Nomination and Remuneration Committee:

  • Composition: Mr. Vijay Kumar Bhatt (Chairman), Ms. Valentina Priyanka Creado, Mr. Wasim Nisar Rizvi
  • Meetings: 3 meetings held on 10/04/2025, 06/09/2025, and 14/11/2025

Statutory Auditors:

M/s. NGST & Associates, Chartered Accountants (Firm Reg. No. 135159W) were appointed for a term of 5 years until the conclusion of the 36th AGM in 2028.

Secretarial Auditor:

Mrs. Kalpana Srinivasan, Practising Company Secretary conducted the secretarial audit and issued an unqualified report.

Material Contingent Liabilities

Income Tax Disputes (Aggregate: ₹396.24 crore):

  • AY 2020-21: ₹11.05 lakh (Re-assessment proceedings u/s 147/148A)
  • AY 2021-22: ₹941.27 lakh (Appeal dismissed by CIT(A), to be filed with ITAT)
  • AY 2022-23: ₹2,446.77 lakh (Appeal dismissed by CIT(A), to be filed with ITAT)
  • AY 2023-24: ₹278.75 lakh (Appeal filed with CIT(A))
  • AY 2024-25: ₹295.60 lakh (Assessment completed)
  • AY 2025-26: ₹46.97 lakh (Shortfall in self-assessment tax)

GST Disputes (Aggregate: ₹1,810.94 crore):

  • FY 2020-21: ₹301.77 lakh (Appeal pending with Joint Commissioner)
  • FY 2018-19 to 2022-23: ₹17,835.05 lakh (Writ Petition filed before Bombay High Court)
  • FY 2020-21: Additional show cause notice (Amount not quantifiable, adjudication pending)

Related Party Transactions

The Company has not entered into any related party transactions as defined under Section 188 of the Companies Act, 2013.

Corporate Social Responsibility (CSR)

The Company is not mandatorily required to undertake CSR initiatives under Section 135 of the Companies Act, 2013.

Internal Financial Controls

The Company has adequate internal financial controls systems commensurate with its size and operations. No material weaknesses were observed during the year.

Risk Factors

  • High competitive pressure in the market
  • Adverse changes in government policies may affect business operations
  • Significant contingent liabilities from tax disputes
  • Decline in revenue and profitability compared to previous year

Subsequent Events

As of the date of the report, the Directors are not aware of any material events subsequent to the balance sheet date that would affect the financial statements.