Board Meeting Details

The Board of Directors meeting was held on Thursday, 13th August 2026, commencing at 16:00 PM and concluding at 20:00 PM.

Key Board Decisions

Financial Results Approval

  • Approved un-audited standalone and consolidated financial results for quarter ended 30th June 2026
  • Includes Auditors' Limited Review Report as per Regulation 33(3)(a) and (b) of SEBI (LODR) Regulations 2015

Director Appointments

  • Appointed Mr. Shankara Rao Kadambala (DIN: 11843104) as Additional Director (Independent Director) effective 13th August 2026 for 5 years till 12th August 2031, subject to shareholder approval at 36th AGM
  • Appointed Mr. Prithvi Teja Nama (DIN: 02845692) as Additional Director effective 13th August 2028, subject to shareholder approval at 36th AGM

Auditor Appointments

  • Appointed M/s. B. Narsing Rao & Co LLP, Chartered Accountants (FRN: S000149), Hyderabad as Statutory Auditors for 3 years effective 1st July 2026 from conclusion of 36th AGM to conclusion of 39th AGM, subject to shareholder approval
  • Appointed M/s. Ganga Rao & Associates, Chartered Accountants (M.No. 223232) Hyderabad as Internal Auditors for FY 2026-27

AGM Details

  • 36th Annual General Meeting fixed on Tuesday, 29th September 2026
  • Book closure dates: Wednesday, 23rd September 2026 to Tuesday, 29th September 2026

Standalone Financial Results (₹ in Lakhs)

Quarter Ended 30.06.2026 (Unaudited)

  • Revenue from Operations: ₹2,778.66
  • Other Income: ₹597.40
  • Total Income: ₹3,376.06
  • Total Expenses: ₹3,511.92
  • Loss Before Tax: (₹135.86)
  • Tax Expense: (₹172.34) [Deferred Tax]
  • Net Profit: ₹36.48
  • EPS: ₹0.05
  • Paid-up Equity Capital: ₹737.95

Comparative Figures

  • Previous Quarter (31.03.2026): Net Profit ₹89.59, EPS ₹0.12
  • Year Ago Quarter (30.06.2025): Net Profit ₹14.02, EPS ₹0.02
  • Full Year FY26 (31.03.2026): Net Profit ₹1,112.23, EPS ₹1.51

Consolidated Financial Results (₹ in Lakhs)

Quarter Ended 30.06.2026 (Unaudited)

  • Revenue from Operations: ₹4,994.21
  • Other Income: ₹599.02
  • Total Income: ₹5,593.23
  • Total Expenses: ₹4,039.51
  • Profit Before Tax: ₹1,553.72
  • Tax Expense: (₹172.34) [Deferred Tax]
  • Net Profit: ₹1,726.06
  • Attributable to Parent: ₹1,641.91
  • Attributable to NCI: ₹84.15
  • EPS: ₹2.22
  • Paid-up Equity Capital: ₹737.95

Comparative Figures

  • Previous Quarter (31.03.2026): Net Loss (₹9,615.11), EPS (₹13.46)
  • Year Ago Quarter (30.06.2025): Net Loss (₹12,725.95), EPS (₹15.97)
  • Full Year FY26 (31.03.2026): Net Loss (₹46,997.54), EPS (₹60.24)

Auditor's Qualified Review Report - Key Concerns

P. Murali & Co., Chartered Accountants (FRN: 007257S) issued a qualified review report with 19 specific concerns:

Investment Valuation Issues

  • Carrying value of Equity Investments: ₹36,657.07 lakhs in subsidiaries/other companies
  • Other investments: ₹6,426.85 lakhs in subsidiaries/other companies
  • No write-off of investments during quarter despite entities incurring losses, net worth erosion, and going concern issues
  • Specific concerns:
  • Madhucon Infra Limited: Investment ₹30,550.68 lakhs, no impairment recognized
  • Madurai Tuticorin Expressways Limited: Investment ₹2,952.05 lakhs, no impairment recognized
  • Chhapra Hajipur Expressways Limited: Investment ₹2,418.67 lakhs, net worth fully eroded, no impairment

Banking and Financial Issues

  • Default in payment to Punjab National Bank (PNB), classified as NPA
  • Interest on PNB loan not provided despite OTS agreements entered
  • OTS benefits not recognized due to non-receipt of No Objection Certificate from bank
  • Bank guarantee of ₹480.30 lakhs given by SREI to NHIDCL invoked during quarter, shown as payable to SREI

Accounting Treatments

  • Written back Trade Payables: ₹565.00 lakhs
  • Written off advances to Other Parties: ₹165.00 lakhs
  • Received ₹5,512.73 lakhs from NHAI-Assam (arbitral award) accounted as advance instead of revenue
  • Managerial remuneration of ₹15.38 lakhs provided without prior bank approval

Statutory Compliance Issues

  • Unpaid dividend of ₹4.46 lakhs (FY 2009-10 to 2010-11) not transferred to IEPF
  • GST turnover, output GST, and input GST credits not reconciled with returns
  • Title deeds for certain immovable properties not produced
  • Undisputed statutory dues outstanding:
  • Income Tax (Dividend Distribution Tax & Interest): ₹139.93 lakhs (2011-12 to 2016-17)
  • Provident Fund: ₹63.95 lakhs (2013-14 to 2020-21)

Legal and Regulatory Issues

Ranchi Expressways Ltd (Step-down subsidiary)
  • CBI filed FIR on 12-03-2019 under Prevention of Corruption Act and IPC
  • Enforcement Directorate raided premises on 11-06-2021, filed charge sheet December 2023
  • Next hearing date: 21.08.2026
  • ED provisionally attached 105 immovable properties (₹96.21 crore) and 28 other assets (₹80.65 crore) of Madhucon Group
  • NCLT admitted CIRP petition by SBI on 22.12.2023
  • NCLAT deferred order, next hearing reserved
  • Company investment: ₹1.40 lakhs, Trade Receivables: ₹8,114.51 lakhs, no provision made
Trichy-Thanjavur Expressways Limited (Step-down subsidiary)
  • NCLT admitted CIRP on 22.08.2023
  • NCLAT order kept in abeyance, next hearing: 19.08.2026
  • Company investment: ₹10 lakhs, advances: ₹42.82 lakhs, no provision made
Barasat-Krishnagar Expressways Limited (Step-down subsidiary)
  • NCLT admitted CIRP on 28.11.2023 (SBI petition)
  • NCLAT deferred order, next hearing reserved
  • Company investment: ₹1.40 lakhs, no provision made
Other Subsidiary Issues
  • Balance confirmations not obtained for dormant bank accounts
  • Trade payables, receivables, and advances not confirmed
  • Some payables shown netted off with receivables

Subsidiaries Included in Consolidation

Direct Subsidiaries

1. Madhucon Infra Limited (includes 9 subsidiaries)

2. Madurai Tuticorin Expressways Limited (audited by others)

3. Madhucon Mega mall Pvt Ltd

4. Nama Hotels Pvt Ltd

5. Madhucon Heights Pvt Ltd

Subsidiaries of Madhucon Infra Limited

1. Madhucon Toll Highways Ltd

2. TN (DK) Expressways Ltd (audited by others)

3. Chhapra Hajipur Expressways Ltd (audited by others)

4. Barasath Krishnagar Expressways Ltd (audited by others)

5. Ranchi Expressways Ltd (audited by others)

6. Vijayawada-Machilipatnam Expressways Limited (audited by others)

7. Rajauli-Bakthiyapur Expressways Limited (audited by others)

8. Trichy-Thanjavur Expressways Limited (unaudited)

9. PT Madhucon Indonesia

Additional Subsidiary-Specific Issues

Madhucon Infra Limited

  • Equity investments: ₹6,719.83 lakhs
  • Other investments (unsecured loans/advances): ₹28,771.52 lakhs
  • No impairment provision during quarter
  • Internal audit not conducted
  • Advances to subsidiaries: Trichy-Thanjavur (₹5,000.35 lakhs), Ranchi (₹26,668.16 lakhs)
  • Investment in subsidiaries: Ranchi (₹1.60 lakhs), Barasat-Krishnagar (₹1.60 lakhs)
  • VAT penalty notice from Commercial Tax Officer, Nellore (FY 2014-15), writ petition filed
  • IFCI Ltd OTS: Original ₹190.96 crores, settled for ₹51 crores, paid ₹4,250.00 lakhs as of 30.06.2026

Madhucon Toll Highways Limited

  • Equity investments: ₹6,347.75 lakhs
  • Other investments: ₹2,393.04 lakhs
  • No investment write-off during quarter

Madhucon Heights Private Limited

  • Capital work in progress valuation report not available
  • Realizable value not ascertainable
  • Case pending in Telangana High Court

Nama Hotels Private Limited

  • Fair valuation report of capital work in progress not available
  • Realizable value not ascertainable

Limited Review Scope Limitations

Unreviewed Entities

  • 1 subsidiary and 7 Madhucon Infra Limited subsidiaries not reviewed
  • Total assets: ₹2,29,264.78 lakhs
  • Total revenue: ₹2,217.16 lakhs
  • Total net loss: ₹1,699.08 lakhs
  • Financials reviewed by respective auditors for 6 subsidiaries

Foreign Subsidiary

  • PT Madhucon Indonesia assets: ₹8,758.82 lakhs
  • Loss: ₹3.65 lakhs
  • Financials reviewed by management only

Emphasis of Matters from Subsidiary Auditors

Ranchi Expressways Limited

  • Project terminated by NHAI on 30/01/2019
  • Physical progress: 50.24%, WIP: 10%
  • OTFI of ₹223 cr sanctioned then cancelled by NHAI
  • CIRP admitted by NCLT on 22.12.2023, IRP appointed
  • NCLAT interim order continues, next hearing awaited
  • Changed amortization policy, increasing loss by ₹8,363.29 lakhs
  • Accumulated losses: ₹83,697.38 lakhs, net worth substantially eroded

Other Subsidiaries with Adverse Conclusions

  • Madurai-Tuticorin Expressways: Project terminated by NHAI on 17-03-2023
  • Rajauli-Bakhtiyarpur Expressways: Project terminated by BSRDC on 02-03-2016
  • Vijayawada Machilipatnam Expressways: Project terminated by NHAI on 29-10-2013
  • Chhapra-Hajipur Expressways: Loans classified as NPA, interest not provided
  • Barsat Krishnagar Expressways: Project terminated by NHAI on 31-12-2015, CIRP admitted

Notes to Financial Results

  • Results reviewed by Audit Committee and approved by Board on 13-08-2026
  • Operations primarily consist of construction-project activities
  • Prepared in accordance with Ind AS and SEBI LODR Regulations
  • Previous period figures regrouped/rearranged where necessary

#Tags: #MadhuconProjects #Q1Results #SEBIDisclosure #QualifiedAudit #RegulatoryCompliance #FinancialUpdate #Neutral