Financial Performance Highlights (FY 2025-26)

  • Total Revenue: ₹190.20 lakhs (compared to ₹900.16 lakhs in previous year)
  • Total Expenses: ₹194.31 lakhs (compared to ₹811.92 lakhs in previous year)
  • Profit/(Loss) Before Taxes: (₹4.11) lakhs loss (compared to ₹88.24 lakhs profit)
  • Net Tax Expense: ₹0.00
  • Net Profit/(Loss) After Tax: (₹4.11) lakhs loss (compared to ₹64.98 lakhs profit in previous year)
  • No dividend recommended due to losses
  • No amount transferred to reserves

Annual General Meeting Details

  • Date: Wednesday, September 30, 2026
  • Time: 11:00 A.M.
  • Venue: Registered Office at D-313, Sumel Business Part 1, Indian Textile Plaza, Near Namaste Circle, Shahibag, Ahmedabad, Gujarat, India, 380004

AGM Agenda Items

Ordinary Business

1. Adoption of Audited Balance Sheet as at March 31, 2026 and Statement of Profit and Loss for year ended March 31, 2026 together with Directors' and Auditors' Reports

2. Re-appointment of Mr. Shafi Khan (DIN: 11361801) as Director who retires by rotation

Special Business

3. Shifting of Registered Office from State of Gujarat to State of Maharashtra (Special Resolution)

  • Requires approval of Central Government (Regional Director) and Registrar of Companies
  • Clause II of Memorandum of Association to be altered
  • Rationale: Achieve greater administrative efficiency, improve operational management

4. Change in Object Clause of Memorandum of Association (Special Resolution)

  • Substitute existing Clause III(A) - Main Objects with expanded business objects
  • New objects include construction, development, infrastructure projects, warehouses, cold storages, logistics parks, etc.
  • Requires approval of Registrar of Companies and Stock Exchanges

Board Composition and Governance

  • Total Directors: 5 (as of March 31, 2026)
  • 1 Whole-time Director (Shafi Khan)
  • 2 Non-Executive Promoter Directors (Zinat Bano Anis Khan, Najma Shafi Khan)
  • 2 Independent Directors (Sandeep Bhiku Pawar, Vishal Balu Borkar)
  • Chief Financial Officer: Mr. Anis Nizam Khan appointed effective January 5, 2026
  • Board Meetings: 4 meetings held during FY 2025-26
  • Committee Composition:
  • Audit Committee: Sandeep Bhiku Pawar (Chairman), Vishal Balu Borkar, Anis Nizam Khan
  • Nomination and Remuneration Committee: Sandeep Bhiku Pawar (Chairman), Vishal Balu Borkar, Najma Shafi Khan
  • Stakeholders' Relationship Committee: Sandeep Bhiku Pawar (Chairman), Vishal Balu Borkar, Shafi Khan

Share Capital and Ownership

  • No change in Authorized Share Capital, Issued, Subscribed and Paid-up Share Capital during FY 2025-26
  • No shares issued with differential voting rights, sweat equity shares, or employee stock options
  • Dematerialization Status: 94.59% of equity shares (52,19,872 shares) dematerialized as of March 31, 2026
  • Listing: Equity shares listed on BSE Limited

Auditor Appointments and Reports

  • Statutory Auditors: M/s. Chandabhoy & Jassoobhoy, Chartered Accountants
  • Audit report contains no qualifications, reservations, adverse remarks, or disclaimers
  • Internal Auditor: M/s. Mauksh Shahs Associates, Chartered Accountants (Firm Registration No. 156115W)
  • Secretarial Auditor: M/s. Utkarsh Shah & Co

Secretarial Audit Qualifications

The Secretarial Audit Report identified the following compliance deficiencies:

1. No Whole-time Company Secretary for certain period, non-compliance with Section 203 of Companies Act, 2013 and Regulation 6 of SEBI LODR

2. Inadequate maintenance of Structured Digital Database (SDD) as required under SEBI PIT Regulations

3. Non-compliance with SDD connectivity requirements with Depositories (CDSL/NSDL)

4. Non-compliance with newspaper publication requirements under SEBI LODR

5. Delay in submission of certain quarterly compliances/returns to Stock Exchange

Management Response to Audit Qualifications

The Board has committed to:

  • Appoint qualified Company Secretary and Compliance Officer
  • Implement systems for proper SDD maintenance
  • Strengthen compliance mechanism with Depositories
  • Ensure timely newspaper publications
  • Strengthen internal compliance monitoring system

Other Key Disclosures

  • No public deposits accepted during the year
  • No material changes or commitments affecting financial position between year-end and report date
  • No significant orders passed by regulators/courts impacting going concern status
  • No fraud reported by auditors under Section 143(12)
  • No loans, guarantees, or investments under Section 186
  • No related party transactions requiring disclosure under Section 188(1)
  • No employee received remuneration exceeding prescribed limits under Rule 5(2) and 5(3)
  • 13 employees on rolls during FY 2024-25
  • No complaints of sexual harassment received or pending
  • Corporate Social Responsibility (CSR) provisions not applicable
  • No foreign exchange earnings or outgo

E-voting Arrangements

  • Remote e-voting period: September 26, 2026 (9:00 AM) to September 29, 2026 (5:00 PM)
  • Cut-off date: September 23, 2026
  • E-voting service providers: CDSL and NSDL
  • Detailed instructions provided for shareholders holding shares in both physical and dematerialized form

Documents Submitted

The filing includes the complete Annual Report for FY 2025-26 containing:

  • Notice of 43rd AGM
  • Directors' Report
  • Financial Statements
  • Auditor Reports
  • Corporate Governance Report
  • Management Discussion & Analysis
  • Various annexures and disclosures

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