AGM Details

  • Meeting Date: Tuesday, September 29, 2026 at 12:00 PM IST
  • Mode: Video conference/other audio visual means (VC/OAVM)
  • Cut-off date for voting: September 22, 2026
  • Remote e-voting period: September 26, 2026 (9:00 AM) to September 28, 2026 (5:00 PM)
  • Scrutinizer: Mr. Anuj Gupta, Proprietor of M/s. Anuj Gupta & Associates, Practicing Company Secretaries

Business Resolutions

Ordinary Business:

1. Adoption of audited standalone financial statements for FY ended March 31, 2026

2. Re-appointment of Shubham Arvind Kumar Jain (DIN: 10985882) as director liable to retire by rotation

3. Appointment of M/s. B.M. Gattani & Co., Chartered Accountants (FRN: 113536W) as statutory auditors for 5 years until conclusion of 49th AGM in 2031

Special Business:

4. Appointment of M/s. Ajay Suresh Yadav and Associates as secretarial auditors for 5 years from FY 2026-27 to FY 2030-31

Financial Performance Highlights (FY 2025-26)

  • Revenue from operations: ₹71.13 lakhs (Previous year: ₹29.96 lakhs)
  • Other income: ₹0.21 lakhs
  • Total income: ₹71.34 lakhs
  • Total expenses: ₹10.18 lakhs (Previous year: ₹157.77 lakhs)
  • Profit before tax: ₹61.15 lakhs (Previous year: loss of ₹120.31 lakhs)
  • Current tax expense: ₹0
  • Net profit after tax: ₹61.15 lakhs (Previous year: loss of ₹120.31 lakhs)
  • EPS (Basic/Diluted): ₹25.48 (Previous year: negative ₹50.13)
  • No dividend recommended for FY 2025-26

Capital Structure

  • Authorized share capital: ₹25.00 lakhs (250,000 equity shares of ₹10 each)
  • Issued, subscribed and paid-up capital: ₹24.00 lakhs (240,000 equity shares of ₹10 each)
  • No change in share capital during the financial year

Board Composition and Changes

Current Directors (as of March 31, 2026):

1. Ravi Manoharlal Kharwad (Managing Director & CFO) - DIN: 02079606

2. Rinku Saini (Independent Director) - DIN: 11059678

3. Shubham Arvind Kumar Jain (Non-Executive Non-Independent Director) - DIN: 10985882

4. Himanshu Agarwal (Independent Director) - DIN: 10101174

5. Jubin Premji Gada (Independent Director) - DIN: 10820579

Key Managerial Personnel:

  • Ravi Manoharlal Kharwad (Managing Director & CFO)
  • Taruna Gupta (Company Secretary and Compliance Officer)

Resignations during the year:

  • Sangeeta Ketan Shah (Managing Director) - effective 24/11/2025
  • Ketan Molchand Shah (Director) - effective 10/10/2025
  • Jigar Pankajbhai Dave (Director) - effective 17/09/2025
  • Dolar Kirit Shah (Director) - effective 17/09/2025
  • Roshni Singhal (Company Secretary) - effective 08/10/2025
  • Supreet Kaur (Chief Financial Officer) - effective 05/03/2026

Auditor Information

  • Statutory Auditors: M/s. B. M. Gattani & Co., Chartered Accountants (FRN: 113536W)
  • Secretarial Auditors: M/s. Ajay Suresh Yadav and Associates
  • Previous Auditor: M/s. Harsh Jain & Associates, Chartered Accountants resigned w.e.f. November 17, 2025

Key Financial Position (as at March 31, 2026)

  • Total assets: ₹758.38 lakhs (Previous year: ₹757.65 lakhs)
  • Non-current assets: ₹178.22 lakhs (mainly loans ₹150.02 lakhs and assets held for sale ₹28.20 lakhs)
  • Current assets: ₹580.16 lakhs (mainly cash and bank balances ₹573.84 lakhs)
  • Total equity: ₹276.95 lakhs (Previous year: ₹215.80 lakhs)
  • Non-current liabilities: ₹440.01 lakhs (unsecured loans)
  • Current liabilities: ₹41.42 lakhs

Regulatory and Compliance Matters

RBI Compliance Issues:

  • Net owned funds of ₹1.55 crore as against RBI requirement of ₹5 crore by March 31, 2025 and ₹10 crore by March 31, 2027 for NBFC-ICC
  • Company has initiated process for surrender of NBFC Certificate of Registration, subject to RBI approval
  • Change in management composition beyond permissible limit without prior RBI approval

Secretarial Audit Qualifications:

  • Non-compliance with newspaper advertisement requirements for 43rd AGM and EGM
  • Notice for EGM dispatched on February 13, 2026, but pre-dispatch newspaper advertisement published on February 14, 2026
  • No post-dispatch newspaper advertisement published as required

Corporate Governance

  • Board met 8 times during FY 2025-26
  • Audit Committee met 4 times
  • Nomination and Remuneration Committee met 5 times
  • Stakeholder Relationship Committee met 4 times
  • Company exempt from certain corporate governance provisions due to size (paid-up capital below ₹10 crore and net worth below ₹25 crore)

Other Significant Information

  • Banking partners: YES BANK LIMITED, AXIS BANK LIMITED
  • RTA: M/S MUFG INTIME INDIA PVT. LTD
  • Employee strength: 3 employees (2 male, 1 female)
  • No pending litigation that would impact going concern status
  • No fraud reported by auditors under Section 143(12) of Companies Act, 2013
  • No related party transactions requiring shareholders' approval
  • No deposits accepted under Sections 73-76 of Companies Act, 2013

Forward-Looking Statements

The Management Discussion & Analysis contains cautionary statements that forward-looking statements are subject to risks and uncertainties beyond management's control.