Financial Performance Summary

  • Revenue from Operations: ₹9.45 lakhs (FY25: Nil)
  • Other Income: ₹125.20 lakhs (FY25: ₹188.90 lakhs)
  • Total Revenue: ₹134.65 lakhs (FY25: ₹188.90 lakhs)
  • Profit Before Tax: ₹100.12 lakhs (FY25: ₹160.65 lakhs)
  • Current Tax Expense: ₹91.63 lakhs (FY25: ₹16.24 lakhs)
  • Deferred Tax Income: ₹(71.55) lakhs (FY25: ₹26.07 lakhs expense)
  • Net Profit: ₹80.04 lakhs (FY25: ₹118.34 lakhs)
  • Earnings Per Share: ₹15.39 (FY25: ₹23.67)

Capital Structure Changes

  • Preferential Issue: Issued 88,000 equity shares at ₹350 per share (₹10 face value + ₹340 premium) aggregating ₹3.08 crores
  • Paid-up Capital: Increased from ₹50.00 lakhs (5,00,000 shares) to ₹58.80 lakhs (5,88,000 shares)
  • Securities Premium Account: ₹289.16 lakhs from preferential issue
  • Net Worth: ₹2,093.87 lakhs as of March 31, 2026 (FY25: ₹1,621.46 lakhs)

Board and Management Changes

Resignations (effective February 4, 2026):

  • Mr. Rajan Arvind Sawant (Whole-Time Director)
  • Ms. Deepa Rupesh Bhavsar (Non-Executive Director)
  • Mr. Ajay Jain (Non-Executive Independent Director)
  • Ms. Disha Jain (Non-Executive Independent Director)
  • Mrs. Ritu Pareek (Company Secretary) - resigned February 28, 2026
  • Mr. Vinayak Narayan Pawar (CFO) - resigned February 28, 2026

Appointments (effective February 4, 2026):

  • Mr. Deniis Desai (Whole-Time Director) - appointed December 30, 2025, designation changed February 4, 2026
  • Mr. Umakant Kashinath Bijapur (Non-Executive Independent Director)
  • Mr. Sahil Jain (Non-Executive Independent Director)
  • Mr. Mukesh Kumar Bothra (Non-Executive Non-Independent Director)

Subsequent Appointments (effective May 18, 2026):

  • Mrs. Sangita Hiren Shukla (Additional Independent Director)
  • Ms. Khushi Gangwani (Company Secretary & Compliance Officer)
  • Mr. Krish Piyush Shah (Chief Financial Officer)

AGM Business Items

Date: August 13, 2026 | Time: 11:00 AM | Venue: Through VC/OAVM

Ordinary Business:

1. Adoption of audited financial statements and reports

2. Reappointment of Mr. Deniis Desai (DIN: 02904192) as Whole-Time Director retiring by rotation

Special Business:

3. Appointment of M/s. Natvarlal Vepari & Co. as Statutory Auditors for 5 years (remuneration to be fixed by Board)

4. Appointment of Mrs. Sangita Hiren Shukla (DIN: 11647378) as Independent Director for 5 years (May 18, 2026 to May 17, 2031)

5. Approval for loans, investments, guarantees under Section 186 upto ₹100 crores

6. Approval for loans under Section 185 to director-related entities upto ₹50 crores

Auditor Changes

  • Retiring Auditor: M/s. SVP & Associates (completed 5-year term)
  • Proposed New Auditor: M/s. Natvarlal Vepari & Co. (FRN: 123626W)
  • Proposed Audit Fee: ₹60,000 for FY 2026-27

Key Financial Position (as of March 31, 2026)

Assets:

  • Non-current Investments: ₹4.89 lakhs (FY25: ₹557.47 lakhs)
  • Current Investments: Nil (FY25: ₹1,214.45 lakhs)
  • Trade Receivables: ₹9.45 lakhs (FY25: Nil)
  • Cash & Cash Equivalents: ₹15.72 lakhs (FY25: ₹0.22 lakhs)
  • Loans (Inter-corporate deposits): ₹1,770.52 lakhs (FY25: Nil)
  • Other Current Assets: ₹308.00 lakhs (FY25: ₹0.39 lakhs)

Liabilities:

  • Deferred Tax Liability: ₹0.68 lakhs (FY25: ₹147.84 lakhs)
  • Trade Payables: ₹10.87 lakhs (FY25: ₹3.03 lakhs)
  • Current Tax Liability: ₹3.00 lakhs (FY25: Nil)

Compliance and Regulatory Matters

  • Secretarial Audit Report by Mr. Bhaveshkumar Arjunkumar Rawal identified several compliance issues:
  • Delay in appointing woman director (gap between February 4 and May 18, 2026)
  • Non-hosted policies on website as required under Regulation 46
  • Late filing of various forms with ROC with additional fees
  • Loans granted exceeding Section 186 limits without shareholder approval
  • Delay in newspaper publication of financial results
  • Incomplete disclosures in Management Discussion & Analysis
  • Statutory Auditor's Report by SVP & Associates:
  • Emphasis on non-compliance with Section 186 for loans exceeding limits
  • Company qualified as deemed NBFC but not registered with RBI
  • No fraud reported under Section 143(12)

Subsequent Events

  • Share Purchase Agreement: Dated May 20, 2026 for acquisition of shares/control of the company
  • Open Offer: Public announcement made May 20, 2026 triggering mandatory open offer to public shareholders under SEBI SAST Regulations
  • Process Ongoing: Open offer process ongoing as of report date

Other Material Information

  • Dividend: No dividend declared for FY 2025-26
  • Employee Strength: No employees on payroll as of March 31, 2026
  • Related Party Transactions: ₹15.69 lakhs paid to key managerial personnel as remuneration
  • Internal Financial Controls: Auditors found adequate controls operating effectively
  • Risk Factors: Market risk, liquidity risk, regulatory risk, and technology/cybersecurity risk identified