Company and Document Details

AGM Information

The 43rd Annual General Meeting will be held on Wednesday, 30th September, 2026 at 11:00 A.M. through Video Conference/Other Audio Visual Means. The meeting will transact both ordinary and special business.

Financial Performance Highlights (Amount in ₹ Lakh)

| Particulars | 2025-26 | 2024-25 | Change |

| Net Sales | 21,935.04 | 24,701.52 | -11.22% |

| Other Income | 34.50 | 43.25 | -20.23% |

| Profit before finance costs, depreciation and tax | 416.12 | 1,201.92 | -65.38% |

| Finance costs | 79.64 | 48.36 | +64.68% |

| Depreciation and amortization expense | 330.97 | 249.09 | +32.87% |

| Tax expense | 47.15 | 250.90 | -81.21% |

| Net Profit/(Loss) | (41.65) | 653.58 | -106.37% |

Operational Highlights

  • Total Turnover: ₹219.69 Crores (FY25: ₹247.45 Crores), decrease of ₹27.76 Crores (11.22%)
  • Production Details:
  • Class-2 Explosives: 32,989 MT (FY25: 38,073 MT), decrease of 13.35%
  • Detonating Cord: 144.16 million meters (FY25: 105.54 million meters), increase of 36.60%
  • PETN: 1,397 MT (FY25: 583.695 MT), increase of 139.33%
  • Detonators: 3 Million Nos. in Q1 FY26 (FY25: 9 Million Nos.)
  • Electric Detonators phased out by Government of India effective 1st July, 2025 due to security reasons
  • Company plans to manufacture Electronic Detonators, Non-Electric Detonators in FY 2026-27

Share Capital, Reserves and Finance

  • Paid-up Equity Share Capital: ₹95.67 lakh divided into 95,67,270 equity shares of ₹1 each (unchanged during the year)
  • Reserves: Entire surplus retained in Profit and Loss Account, no transfer to General Reserve
  • Finance: Company has not defaulted on payment of any dues to financial lenders

Dividend

No dividend recommended for the year under review due to marginal profit.

Key AGM Resolutions

Ordinary Business:

1. Adoption of audited financial statements for FY 2025-26

2. Re-appointment of Mr. Rajesh Jain as Director retiring by rotation

Special Business:

3. Material Related Party Transactions with Ganesh Explosives Private Limited (Holding Company)

  • Aggregate value not exceeding ₹17,00,00,000 during FY 2026-27
  • Includes unsecured loans (not exceeding ₹13 crore) and operational transactions (not exceeding ₹4 crore)
  • Represents 6% of company's annual consolidated turnover
  • Mr. Rajesh Jain is interested in this resolution

4. Material Related Party Transactions with Rajesh Explosives Private Limited (Entity under same management)

  • Aggregate value not exceeding ₹2,00,00,000 during FY 2026-27
  • Primarily for leasing of trucks
  • Represents 0.01% of company's annual consolidated turnover
  • Mr. Rajesh Jain is interested in this resolution

5. Ratification of Remuneration of Cost Auditors

  • M/s. Gautam Chhetri & Co., Cost Accountants
  • Remuneration: ₹60,000 plus GST and out-of-pocket expenses
  • For conducting cost audit for year ending 31st March, 2027

6. Appointment of Mr. Arjun Singh Bhandari as Director and Managing Director

  • DIN: 11106494
  • Appointed as Additional Director effective 17th July, 2026
  • Appointment as Managing Director for five years from 30.09.2026 to 29.09.2031
  • Not entitled to any salary, commission, bonus, perquisites or other remuneration
  • Entitled to sitting fees for Board/Committee meetings and reimbursement of actual expenses
  • Age: 50 years, Qualifications: MBA

Corporate Governance

  • Company exempt from certain corporate governance provisions as paid-up equity share capital (₹95.67 lakh) and net worth (not exceeding ₹25 crore) below thresholds
  • No Compliance Report on Corporate Governance or Certificate on compliance of Corporate Governance provided
  • Board met 7 times during FY 2025-26
  • Audit Committee met 6 times during FY 2025-26

Related Party Transactions

Significant transactions with related parties:

  • Ganesh Explosives Private Limited (Holding Company): Unsecured loan received ₹8,02,27,547; Vehicle rent paid ₹2,51,00,000; Sale of fixed assets ₹10,00,000
  • Rajesh Explosives Private Limited: Vehicle rent paid ₹50,00,000; Raw material purchased ₹1,43,550
  • Mr. Rajesh Jain: Unsecured loan received ₹8,47,00,000; Office rent ₹7,20,000; House rent ₹12,00,000

Key Managerial Personnel Remuneration

  • Mr. B.D. Aggarwal (CFO): ₹26,40,000 (10% increase from previous year)
  • Mr. Gaurav Kumar (Managing Director): Remuneration ratio to median employee: 1.52
  • Mr. Rajesh Jain (Director): Remuneration ratio to median employee: 8.45

Employee Information

  • Total permanent employees: 122
  • Median remuneration: ₹355,080 (0.64% increase from previous year)

Capital Structure Impact

No change in share capital during the year. Paid-up equity share capital remains at ₹95.67 lakh.

Cash Flow Implications

  • Net cash used in operating activities: ₹(100.77) lakh
  • Net cash used in investing activities: ₹(1,218.38) lakh
  • Net cash from financing activities: ₹1,268.84 lakh
  • Net decrease in cash and cash equivalents: ₹(50.31) lakh

Risk Factors

  • Raw-material price volatility
  • Logistics and supply-chain disruptions
  • Stringent safety, licensing and security requirements for explosives manufacturing
  • Regulatory changes including Explosives (Amendment) Rules, 2025 and Ammonium Nitrate (Amendment) Rules, 2025
  • Environmental and social concerns relating to blasting

Forward-looking Statements

Company anticipates substantial growth in production and sale of PETN in coming years. Plans to start production of Electronic Detonators, Non-Electric Detonators during FY 2026-27.