Key Quantitative Figures

  • Revenue from Operations: ₹8,268.09 Lakhs (FY26) vs. ₹4,141.11 Lakhs (FY25) – 99.66% growth.
  • Profit Before Tax (PBT): ₹412.05 Lakhs (FY26) vs. ₹55.43 Lakhs (FY25) – 643.34% growth.
  • Profit After Tax (PAT): ₹301.73 Lakhs (FY26) vs. ₹48.73 Lakhs (FY25) – 519.12% growth.
  • Earnings Per Share (EPS): ₹6.29 (FY26) vs. ₹1.02 (FY25).
  • Total Assets: ₹2,790.53 Lakhs (31 Mar 2026) vs. ₹2,232.30 Lakhs (31 Mar 2025).
  • Net Worth: ₹1,122.23 Lakhs (31 Mar 2026) vs. ₹819.29 Lakhs (31 Mar 2025).
  • Borrowings (Secured): ₹854.65 Lakhs (Non-current: ₹270.25 Lakhs; Current: ₹684.40 Lakhs).
  • Authorised Share Capital: Increased to ₹25.00 Crores (250 lakh shares of ₹10 each) from ₹5.00 Crores.
  • Paid-up Share Capital: ₹4.7994 Crores (47,99,400 shares of ₹10 each).
  • Dividend: No dividend recommended for FY26.

Dates of Action

  • AGM Date: 05 August 2026 (Wednesday) at 11:00 AM.
  • AGM Mode: Video Conferencing (VC) / Other Audio Visual Means (OAVM).
  • Record Date (Cut-off): 29 July 2026 for e-voting and determining voting rights.
  • Remote e-Voting Period: 02 August 2026 (9:00 AM) to 04 August 2026 (5:00 PM).
  • Financial Year End: 31 March 2026.
  • Board Meeting for Results/Filing: 20 May 2026.
  • Statutory Auditor Resignation: 25 May 2026 (M/s. Amit Ray & Co.).
  • New Auditor Appointment by Board: 09 June 2026 (M/s. SDP & Associates).

Parties Involved

  • Stock Exchanges: BSE Limited, Calcutta Stock Exchange Limited.
  • Registrar & Share Transfer Agent (RTA): Cameo Corporate Services Limited, Chennai.
  • Statutory Auditor (Resigned): M/s. Amit Ray & Co., Chartered Accountants (FRN: 000483C).
  • Statutory Auditor (Newly Appointed): M/s. SDP & Associates, Chartered Accountants (FRN: 322176E).
  • Internal Auditor: M/s. A Bharadwaj & Co., Chartered Accountants.
  • Secretarial Auditor: Mr. Mukesh Chaturvedi, Practising Company Secretary.
  • Bankers: Axis Bank Limited.
  • Board of Directors (as of 31 Mar 2026): Mr. Deepak Kandoi (Managing Director), Mr. Mahendra Singh (Whole-time Director), Mr. Rajat Sharma (Ind.), Ms. Nimisha Srivastava (Ind.), Mr. Pranay Sanjiv Tandon (Ind.).
  • Key Managerial Personnel (KMP): Mr. Bidhan Chandra Roy (CFO), Mrs. Milan Bhatia (Company Secretary & Compliance Officer).

Purpose / Rationale

  • To convene the 59th AGM for obtaining shareholder approval on ordinary and special business items, including the adoption of audited financial statements, director re-appointment, appointment of statutory auditors, and approvals for enhanced borrowing limits, creation of security on assets, and related party transactions.
  • To provide shareholders with the comprehensive Annual Report detailing the company's performance, strategy, and governance for FY 2025-26.

Business & Strategic Developments

  • Name Change: The company changed its name from Bangalore Fort Farms Limited to Grameva Limited during the year, reflecting an evolving business vision.
  • Business Diversification: Entered the beverage solutions segment under the brand "Brew Factor" with coffee brewing machines for corporate and hospitality sectors.
  • New Agri-Verticals: Initiated new business verticals including layer farming, feed mill operations, piggery, and trading of fish as part of a long-term diversification strategy into the agri and food-based sector.
  • Financial Performance: Significant growth driven by higher trading volumes and improved operational efficiency.

AGM Agenda Items

Ordinary Business

1. Adoption of Financial Statements: To receive, consider, and adopt the Audited Financial Statements for FY26 and the reports of the Board and Auditors.

2. Re-appointment of Director: To reappoint Mr. Mahendra Singh (DIN: 07692374), who retires by rotation.

Special Business

3. Appointment of Statutory Auditors (Casual Vacancy): To approve the appointment of M/s. SDP & Associates, Chartered Accountants, to fill the casual vacancy caused by the resignation of M/s. Amit Ray & Co., effective from 09 June 2026 until the conclusion of the 59th AGM.

4. Appointment of Statutory Auditors (Full Term): To appoint M/s. SDP & Associates, Chartered Accountants, as statutory auditors for a term of 5 years, from the conclusion of the 59th AGM until the conclusion of the 64th AGM.

5. Borrowing Limits (U/s 180(1)(c)): Special Resolution to authorize the Board to borrow money exceeding the aggregate of paid-up capital and free reserves, up to a limit of ₹100 Crores.

6. Creation of Charge (U/s 180(1)(a)): Special Resolution to authorize the Board to create a mortgage/charge on the company's assets to secure borrowings, up to a limit of ₹100 Crores.

7. Loans/Investments/Guarantees (U/s 186): Special Resolution to authorize the Board to make loans, give guarantees, and make investments in other bodies corporate, up to an aggregate limit of ₹50 Crores.

8. Loans/Guarantees to Related Parties (U/s 185): Special Resolution to authorize providing loans/guarantees to subsidiaries, associates, or entities where directors are interested, up to an aggregate limit of ₹50 Crores for FY 2026-27.

9. Related Party Transactions (U/s 188): Ordinary Resolution to approve material related party transactions for FY 2026-27 with specified related parties (Jagsakti Merchandise Pvt Ltd, ROS Advisory Pvt Ltd, Ju-Kasa Crafts Pvt Ltd, Fenasia Securities Pvt Ltd, Ramdurlabhpur Tea Co. Ltd.) with aggregate value limits ranging from ₹5 Crores to ₹40 Crores.

Financial Impact

  • The financial impact of the improved performance is quantified in the financial statements.
  • The resolutions for borrowing and creating charges are to enable future funding needs for business expansion and are not quantified for a specific project.
  • The related party transaction approvals are for the normal course of business and on an arm's length basis.

Capital Structure Impact

  • No change in issued, subscribed, and paid-up share capital during the year (47,99,400 equity shares).
  • The authorised share capital was increased to ₹25 Crores during the year.
  • Resolutions 7 and 8, if approved, may lead to future investments or loans, potentially impacting the asset composition but not immediately diluting equity.

Cash Flow Implications

  • The company generated negative cash flow from operations (₹-261.11 Lakhs) due to significant increases in trade receivables and other working capital changes.
  • Cash flow from investing activities was positive (₹403.33 Lakhs) primarily due to the receipt of a loan repayment (₹947.91 Lakhs), partly offset by capital expenditure.
  • Cash flow from financing activities was positive (₹15.44 Lakhs) due to net proceeds from borrowings.
  • Net increase in cash and cash equivalents was ₹157.66 Lakhs, ending the year with ₹169.40 Lakhs.

Forward-Looking Statements

  • Management Commentary: The outlook is optimistic, focusing on expanding presence in trading, agriculture, food, and allied sectors. The new verticals (layer farming, feed mill, piggery, fish trading) are expected to create diversified revenue streams.
  • Brew Factor: Plans to strengthen the beverage segment through wider deployment of machines and potentially setting up cafes.
  • No specific financial guidance or quantified targets were provided for future periods.

Additional Information

  • Corporate Governance: The company affirms compliance with applicable SEBI regulations and the Companies Act. The Board composition and committee structures are detailed in the report.
  • Internal Financial Controls: The auditors' report states that internal financial controls are adequate and operating effectively.
  • Secretarial Audit Report: Issued by Mr. Mukesh Chaturvedi with no qualifications or adverse remarks.
  • CEO/CFO Certification: Provided as per Regulation 17(8) of SEBI LODR.
  • Vigil Mechanism/Whistle Blower Policy: In place.
  • CSR: Not applicable as the company did not meet the prescribed thresholds.