AGM Details

The 38th Annual General Meeting was scheduled to be held on Tuesday, September 29, 2026 at 12:00 Noon at the Registered Office of the Company at Room No. 1, 1, Pandurang Society, Judges Bungalow Road, Bodakdev, Ahmedabad - 380054, Gujarat.

E-Voting Schedule

  • Remote e-voting period: Saturday, September 26, 2026 (9:00 a.m.) to Monday, September 28, 2026 (5:00 p.m.)
  • Cut-off date for determining voting eligibility: Tuesday, September 22, 2026
  • E-voting platform: National Securities Depository Limited (NSDL)

Business Transacted at AGM

1. Adoption of audited standalone and consolidated financial statements for FY 2025-26 together with reports of Board of Directors and Auditors

2. Re-appointment of Mrs. Priti Jayesh Shah (DIN: 03548974) as Director retiring by rotation

Financial Performance (Standalone)

FY 2025-26:

  • Revenue from operations: ₹277.96 lakhs (FY 2024-25: ₹670.76 lakhs)
  • Other income: ₹133.79 lakhs (FY 2024-25: ₹105.94 lakhs)
  • Total income: ₹411.75 lakhs (FY 2024-25: ₹776.70 lakhs)
  • Total expenditure: ₹377.07 lakhs (FY 2024-25: ₹661.65 lakhs)
  • Profit before tax: ₹34.69 lakhs (FY 2024-25: ₹115.05 lakhs)
  • Current tax: ₹4.00 lakhs (FY 2024-25: ₹28.84 lakhs)
  • Prior year tax provisions: ₹8.14 lakhs (FY 2024-25: ₹-1.02 lakhs)
  • Profit after tax: ₹22.55 lakhs (FY 2024-25: ₹87.23 lakhs)
  • Transfer to Special Reserve u/s 45IC of RBI Act: ₹4.51 lakhs (FY 2024-25: ₹17.45 lakhs)
  • Basic EPS: ₹0.65 (FY 2024-25: ₹2.79)
  • Diluted EPS: ₹0.71 (FY 2024-25: ₹2.79)

Financial Performance (Consolidated)

FY 2025-26:

  • Revenue from operations: ₹277.96 lakhs (FY 2024-25: ₹670.76 lakhs)
  • Other income: ₹139.43 lakhs (FY 2024-25: ₹110.70 lakhs)
  • Total income: ₹417.39 lakhs (FY 2024-25: ₹781.46 lakhs)
  • Total expenditure: ₹395.20 lakhs (FY 2024-25: ₹1,331.74 lakhs)
  • Profit/(loss) before tax: ₹22.19 lakhs (FY 2024-25: ₹-550.29 lakhs)
  • Profit/(loss) after tax: ₹10.59 lakhs (FY 2024-25: ₹-580.26 lakhs)

Capital Structure Changes

During the year, the company allotted 400,000 equity shares of face value ₹10 each at an issue price of ₹40 per share (including securities premium of ₹30 per share) aggregating to ₹160 lakhs on a preferential basis to non-promoter/public category investors. This allotment was approved by the Board on October 21, 2025.

Post this allotment, the issued, subscribed and paid-up equity share capital stood at ₹352.19 lakhs comprising 3,521,900 equity shares of ₹10 each.

Dividend

No dividend was recommended for FY 2025-26 as the Board decided to conserve capital for future growth.

Subsidiary Information

The company has one wholly-owned Indian material unlisted subsidiary: Efficient Tie-Up Private Limited. The subsidiary reported:

  • Share capital: ₹104.56 lakhs
  • Reserves and surplus: ₹1,432.98 lakhs
  • Total assets: ₹780.48 lakhs
  • Turnover: ₹4.75 lakhs
  • Loss after tax: ₹-667.49 lakhs

Auditor Qualifications

Statutory auditors M/s. Labadiya & Mehta reported two key qualifications:

1. The company booked interest income of ₹277.96 lakhs on loans and advances, but only ₹59.06 lakhs was recovered during FY 2025-26

2. The company had not deposited Tax Deducted at Source amounting to ₹59.58 lakhs for FY 2025-26

Tax Matter

Income Tax Department issued an assessment order for FY 2021-22 raising a demand of ₹5,023.17 lakhs. The company has filed an appeal challenging this order. No provision has been made in the books.

Board Composition and Meetings

The Board of Directors consists of:

1. Mr. Jayesh Narendrakumar Shah - Chairman and Managing Director (DIN: 03548968)

2. Mrs. Priti Jayesh Shah - Director (DIN: 03548974)

3. Mr. Dipankar Bhuvneshwar Mahto - Non-Executive Director (DIN: 08730286)

4. Mr. Ilesh Manekrav Nikhare - Non-Executive, Independent Director (DIN: 07438073)

5. Mrs. Sonal Deepalbhai Gandhi - Non-Executive, Independent Director (DIN: 07351479)

The Board met 6 times during FY 2025-26 on May 24, 2025; August 12, 2025; September 6, 2025; October 21, 2025; November 12, 2025; and February 13, 2026.

Key Managerial Personnel

1. Mr. Jayesh Narendrakumar Shah - Managing Director

2. Mrs. Priti Jayesh Shah - Chief Financial Officer

3. Ms. Himani Vora - Company Secretary & Compliance Officer

Secretarial Audit Observations

M/s. GR Shah and Associates, Secretarial Auditors, reported two observations:

1. Delay in filing Form MGT-14 and MGT-15 for previous year meetings

2. Instances of delayed recording of UPSI-sharing entries in Structured Digital Database

Loans and Advances

The company's loans and advances stood at ₹4,174.35 lakhs as of March 31, 2026 (March 31, 2025: ₹3,322.00 lakhs). These are unsecured loans granted without specifying terms of repayment.

Borrowings

The company's borrowings stood at ₹3,814.44 lakhs as of March 31, 2026 (March 31, 2025: ₹3,400.59 lakhs), consisting of inter-corporate loans and loans from directors.

Corporate Governance

As the company's paid-up share capital does not exceed ₹10 crores and net worth does not exceed ₹25 crores, the provisions related to Corporate Governance Report are not applicable.