Key Dates

  • AGM Date: 18th September, 2026 at 04:30 PM IST
  • AGM Mode: Video Conferencing/Other Audio Visual Means without physical presence
  • Record Date: 11th September, 2026 (cut-off date for eligibility)
  • E-voting Period: 15th September, 2026 (9:00 AM) to 17th September, 2026 (5:00 PM)
  • Book Closure: 12th September, 2026 to 18th September, 2026 (both days inclusive)

AGM Agenda Items

Ordinary Business

1. Adoption of audited financial statements for FY2025-2026

2. Re-appointment of Mr. Tushar Suresh Shah (DIN: 01729641) who retires by rotation

Special Business

3. Preferential Issue: Creation, issue, offer and allotment of up to 250,000 6% Non-Convertible Redeemable Preference Shares of ₹100 each at par aggregating to ₹2.5 crore to Mr. Tushar Shah, Promoter

  • Purpose: To meet working capital requirements for proposed new activities
  • Terms: Cumulative, participating, non-convertible, redeemable within 10 years from allotment date
  • Dividend: 6% per annum if declared
  • Allotment Timeline: Within 60 days of receipt of application money

4. Related Party Transactions: Approval for transactions with related parties for amounts not exceeding specified limits:

  • Total brokerage received from directors and relatives: ₹2,600 (in thousands)
  • Remuneration to directors: ₹2,400 (in thousands)
  • Rent paid to directors: ₹7,200 (in thousands)
  • Salary to KMPs: ₹2,300 (in thousands)
  • Director meeting fees: ₹600 (in thousands)

Financial Highlights (FY2025-2026)

Performance Metrics

  • Total Revenue: ₹233.94 lakh (Previous year: ₹236.74 lakh)
  • Profit Before Tax: ₹12.23 lakh (Previous year: ₹45.60 lakh)
  • Net Profit After Tax: ₹8.76 lakh (Previous year: ₹17.66 lakh)
  • Earnings Per Share: ₹0.01 (Previous year: ₹0.02)
  • No Dividend Recommended for the year

Balance Sheet Position (as at 31st March, 2026)

  • Total Assets: ₹389.12 lakh
  • Share Capital: ₹120.41 lakh (Equity: ₹108.21 lakh + Preference: ₹12.20 lakh)
  • Other Equity: ₹256.08 lakh
  • Investments: ₹132.04 lakh (Non-current: ₹44.50 lakh + Current: ₹87.54 lakh)
  • Cash & Cash Equivalents: ₹26.06 lakh
  • Loans & Advances: ₹166.54 lakh (long-term loan to KBS Capital Management Singapore Pte Ltd)

Auditor Qualifications & Observations

Statutory Auditors (M/s. Bhuta Shah & Co. LLP)

1. Gratuity Liability: Not provided for as required by Ind AS 19. Impact not quantified in absence of actuarial valuation/management estimate.

2. Impaired Loans: Long-term loan of ₹16,65,40,533 and current account balance of ₹8,02,444 outstanding from KBS Capital Management Singapore Pte Ltd (erstwhile subsidiary which has been struck off). No provision made as RBI permission for write-off awaited. This has resulted in overstatement of profit and accumulated reserves.

Secretarial Auditors (M/s. D N Vora & Associates)

1. Delayed Payments: Company made payment of annual listing fee for 2025-2026 after due date

2. Depository Charges: Company made payment of annual charges to depositories after respective due dates

Corporate Governance & Management

Board of Directors

  • Mr. Tushar Suresh Shah - Chairman & Managing Director
  • Mrs. Namita Shah - Non-Executive Director
  • Ms. Sushmita Swarup Lunkad - Independent Director
  • Mr. Ashwini Ramakant Gupta - Independent Director

Key Managerial Personnel

  • Mr. Chandrakant Devchand Lodaya - Chief Financial Officer
  • Mr. Murali Manohar Sarda - Company Secretary & Compliance Officer

Board Meetings

6 meetings held during the financial year on: 23-04-2025, 29-05-2025, 12-08-2025, 29-08-2025, 07-11-2025, 09-02-2026

Related Party Transactions

Material transactions requiring shareholder approval under Regulation 23 of SEBI LODR Regulations:

  • Brokerage received from directors and relatives: ₹2,600 (in thousands)
  • Remuneration to directors: ₹2,400 (in thousands)
  • Rent paid to directors: ₹7,200 (in thousands)
  • Salary to KMPs: ₹2,300 (in thousands)
  • Director meeting fees: ₹600 (in thousands)

Other Material Information

  • Listing: Equity shares listed on BSE Limited. Listing fees paid for FY2025-2026
  • Subsidiaries: No subsidiaries, joint ventures or associate companies
  • Public Deposits: Company has not accepted any deposits under Section 73 of Companies Act, 2013
  • Internal Financial Controls: Adequate controls in place commensurate with size and nature of business
  • Vigil Mechanism: Whistle Blower Policy implemented, no complaints received during the year
  • CSR: Not applicable to the company as per Section 135 of Companies Act, 2013

Voting Arrangements

  • E-voting Facility: Provided through CDSL platform
  • Remote E-voting: From 15th September, 2026 (9:00 AM) to 17th September, 2026 (5:00 PM)
  • Physical Shareholders: Can vote using folio number and PAN details
  • Demat Shareholders: Can vote through depository participants' platforms

Website Information

  • Company Website: www.kbs.co.in
  • E-voting Website: www.evotingindia.com
  • Annual Report Availability: Available on company website and stock exchange website

Registrar and Share Transfer Agents

MUFG Intime India Private Limited, C-101, 247 Park, LBS Marg, Vikhroli (West), Mumbai - 400 083

#Tags: #KBSIndia #AGM2026 #SEBIDisclosure #PreferentialIssue #FinancialResults #RegulatoryCompliance #Neutral