AGM Details

The 42nd Annual General Meeting will be held on Thursday, 30th July, 2026, at 3:00 PM IST at the Registered Office: 1301, 13th Floor, Peninsula Business Park, Tower B, Senapati Bapat Marg, Lower Parel (West), Mumbai - 400013.

Remote E-Voting Period

Commences: Monday, 27th July, 2026 at 09:00 AM IST

Ends: Wednesday, 29th July, 2026 at 05:00 PM IST

Share Transfer Book Closure

From Friday, 24th July, 2026 to Thursday, 30th July, 2026 (both days inclusive)

Cut-off Date for Voting Rights

Thursday, 23rd July, 2026

Business to be Transacted

Ordinary Business:

1. Adoption of Audited Standalone Financial Statements for FY ended March 31, 2026 with Reports of Board of Directors and Auditors

2. Adoption of Audited Consolidated Financial Statements for FY ended March 31, 2026 with Auditors' Report

3. Re-appointment of Mr. Kalpesh Rameshchandra Shah (DIN: 00294115) who retires by rotation

Special Business:

4. Appointment of Mrs. Julie Mehul Shah (DIN: 03500721) as Director of the Company

Financial Performance Highlights

Standalone Results (₹ in Lakhs):

  • Revenue from Operations: ₹60.76 (FY25: ₹62.37)
  • Total Expenses: ₹71.32 (FY25: ₹47.09)
  • Loss before tax: ₹(10.56) (FY25: Profit ₹15.28)
  • Tax Expense: ₹(5.29) (deferred tax benefit)
  • Net Loss: ₹(5.27) (FY25: Net Profit ₹15.28)

Consolidated Results (₹ in Lakhs):

  • Revenue from Operations: ₹60.76 (FY25: ₹62.37)
  • Project Expenses: ₹13.61 (FY25: ₹14.30)
  • Change in inventories: ₹(13.61) (FY25: ₹(14.30))
  • Employee benefits expenses: ₹58.10 (FY25: ₹34.04)
  • Other expenses: ₹13.87 (FY25: ₹13.67)
  • Loss before tax: ₹(11.21) (FY25: Profit ₹14.66)
  • Net Loss: ₹(5.92) (FY25: Net Profit ₹14.66)

Dividend

No dividend recommended for FY 2025-26 due to losses. No amount transferred to reserves.

Capital Structure

  • Authorized Share Capital: ₹10.30 crore (1,03,00,000 equity shares of ₹10 each)
  • Issued, Subscribed and Paid-up Capital: ₹9.9888 crore (99,76,400 fully paid shares + 49,600 partly paid shares with ₹2.50 paid up, ₹7.50 calls-in-arrears)
  • Dematerialization Status: 71.72% of share capital dematerialized as of March 31, 2026

Subsidiaries

The company has two wholly-owned subsidiaries:

1. Kshanika Trading Limited (acquired December 2, 2002)

2. Jogindra Exports Limited (acquired November 30, 2002)

Subsidiary Financials (₹ in Lakhs):

Kshanika Trading Limited:

  • Share Capital: ₹5.00
  • Reserves and Surplus: ₹(412.357)
  • Total Assets: ₹3,79,75.645
  • Total Liabilities: ₹3,78,88.000
  • Investments: ₹2,37,94.549
  • Loss after tax: ₹(65.167)

Jogindra Exports Limited:

  • Share Capital: ₹5.00
  • Reserves and Surplus: ₹61.778
  • Total Assets: ₹38,04,52.404
  • Total Liabilities: ₹37,98,90.623
  • No turnover or profit

Board of Directors

Current Composition:

  • Mr. Kalpesh Rameshchandra Shah - Managing Director (DIN: 00294115)
  • Mr. Girish Manilal Boradia - Non-Executive & Independent Director
  • Mr. Hitesh Sangoi - Non-Executive & Independent Director
  • Mr. Ganesh Vijay Shiraskar - Non-Executive & Independent Director
  • Mrs. Julie Mehul Shah - Non-Executive Director
  • Mr. Sanjay Amratlal Desai - Non-Independent Director and CFO

Director Appointments:

Mrs. Julie Mehul Shah was appointed as Additional Director with effect from August 7, 2025, and now seeks appointment as Director liable to retire by rotation.

Key Managerial Personnel

  • Mr. Kalpesh Rameshchandra Shah - Managing Director
  • Mr. Sanjay Amratlal Desai - Chief Financial Officer
  • Ms. Niyati Sengar - Company Secretary & Compliance Officer

Auditors

Statutory Auditors:

M/s. A D V & Associates (Firm Registration No: 128045W) appointed for 5 years till conclusion of 43rd AGM in 2027. Remuneration: To be fixed by Board plus applicable taxes and out-of-pocket expenses.

Secretarial Auditor:

M/s. D. Kothari and Associates, Company Secretaries

Bankers

Bank of India

Registrar and Share Transfer Agent

Purva Sharegistry (India) Private Limited

9, Shiv Shakti Industrial Estate, J.R. Boricha Marg, Lower Parel (East), Mumbai - 400011

Corporate Governance

The company has complied with corporate governance requirements under SEBI LODR Regulations. Various committees include:

  • Audit Committee
  • Nomination and Remuneration Committee
  • Stakeholders Relationship Committee

Internal Financial Controls

Auditors have expressed unmodified opinion on adequacy and operating effectiveness of internal financial controls.

Related Party Transactions

All transactions with related parties were in ordinary course of business and at arm's length basis. No material related party transactions requiring disclosure.

Material Changes

No material changes affecting the company between end of financial year and date of report. No change in nature of business.

Significant Orders

No significant material orders passed by regulators or courts impacting going concern status.

Fraud Reporting

No instance of fraud reported by statutory auditors under Section 143(12) of Companies Act, 2013.

Risk Management

The company has a Risk Management Policy framework in place. Major risks are systematically monitored through mitigating actions.

Forward Looking Statements

Management Discussion & Analysis contains forward-looking statements subject to risks and uncertainties. Actual results may differ due to economic conditions, government regulations, natural calamities, and other factors beyond company's control.

Compliance with Secretarial Standards

Company has complied with applicable Secretarial Standards SS-1 and SS-2 relating to Board Meetings and General Meetings.

Green Initiative

Annual Report and AGM Notice being sent electronically to members with registered email addresses. Physical copies available on request.