Key Quantitative Figures (FY 2025-26)

  • Total Income: ₹772.37 lakhs (Previous Year: ₹614.39 lakhs)
  • Revenue from Operations: ₹749.47 lakhs (Previous Year: ₹601.62 lakhs)
  • Total Expenses: ₹651.03 lakhs (Previous Year: ₹577.65 lakhs)
  • Profit Before Tax: ₹121.34 lakhs (Previous Year: ₹36.74 lakhs)
  • Profit After Tax: ₹91.62 lakhs (Previous Year: ₹25.03 lakhs)
  • Total Comprehensive Income: ₹23.13 lakhs (Previous Year: ₹98.93 lakhs)
  • Earnings Per Share (EPS): ₹0.01 (Previous Year: ₹0.08)
  • Paid-up Equity Share Capital: ₹2,000 lakhs (20,000,000 shares of ₹1 each) (Unchanged from PY)
  • Employee Strength: 9 employees as of March 31, 2026

Dates of Action

  • AGM Date: Monday, 21st September 2026 at 02:30 PM IST
  • AGM Mode: Video Conferencing (VC) / Other Audio Visual Means (OAVM)
  • Book Closure Date: Tuesday, 15th September 2026 to Monday, 21st September 2026 (both days inclusive)
  • Annual Report Dispatch Date: Electronically dispatched on Thursday, 27th August 2026

Parties Involved

  • Stock Exchange: BSE Limited
  • Statutory Auditors: M/s. Manish Pandey & Associates (Chartered Accountants, Firm Regn. No. 019807C)
  • Secretarial Auditors: M/s. Vikash Gupta & Co. (Company Secretaries, CP No. 10785)
  • Internal Auditors: M/s. HCO & Co. (Practicing Chartered Accountants)
  • Registrar and Transfer Agent (RTA): MUFG Intime India Private Limited, New Delhi
  • Board of Directors (as of March 31, 2026):
  • Mr. Surendra Chhalani (Executive Director)
  • Ms. Anisha Anand (Non-Executive Non-Independent Director)
  • Mr. Vikram Anand (Executive Director & CFO)
  • Mr. Kunal Lalani (Non-Executive Non-Independent Director)
  • Mr. Surendra Kumar Chhajer (Independent Director)
  • Mr. Surendra Pagaria (Independent Director)
  • Mr. Navratan Baid (Independent Director)
  • Mr. Ashraye Lalani (Non-Executive Non-Independent Director)
  • Mr. Kanishkkant Dubey (Non-Executive Non-Independent Director)
  • Key Managerial Personnel (KMP): Mr. Vikram Anand (CFO). The position of Company Secretary & Compliance Officer was held by Mr. Shashwat Chaudhary until his resignation on January 16, 2026, followed by Mr. Jitender from April 14, 2026, who also resigned on June 5, 2026.

Stated Rationale and Purpose

The filing is made to comply with SEBI LODR regulations by providing shareholders with the audited financial statements, reports from the Board and auditors, and the notice for the AGM where key resolutions, including the adoption of accounts and director appointments, will be proposed.

Dividend and Reserves

No dividend was recommended for FY 2025-26. The management decided to reinvest the profit of ₹91.62 lakhs for the purpose of expansion and overall growth of the company. No amount was proposed to be transferred to the general reserve.

Changes in Directors and KMP

During FY 2025-26:

  • Mr. Kanishkkant Dubey was appointed as an Additional Director (Non-Executive Non-Independent) on February 23, 2026, and later approved by members in an EGM on May 5, 2026.
  • Mr. Navratan Baid was appointed as an Additional Director (Independent) on March 25, 2026, and later approved by members in an EGM on May 5, 2026.
  • Mr. Shashwat Chaudhary resigned as Company Secretary & Compliance Officer on January 16, 2026.
  • Mr. Jitender was appointed as Company Secretary & Compliance Officer on April 14, 2026.

After FY 2025-26 (i.e., after March 31, 2026):

  • Mr. Ashraye Lalani was appointed as a Non-Executive Non-Independent Director on June 24, 2026. A resolution for his regularization is proposed in the AGM notice.
  • Mr. Jitender resigned as Company Secretary & Compliance Officer on June 5, 2026.

Directors Retiring by Rotation

Mr. Kunal Lalani and Ms. Anisha Anand are liable to retire by rotation and, being eligible, have offered themselves for re-appointment at the ensuing AGM.

Share Capital and ESOP

  • The company did not allot any new shares during the year. The paid-up capital remained at ₹2,000 lakhs.
  • The members had previously approved the 'Mega Corporation Limited Employee Stock Option Scheme – 2025' authorizing the grant of up to 50,00,000 options.
  • No options were granted during FY 2025-26. Post the year-end, on May 5, 2026, members amended the scheme based on NRC recommendations to grant 1,25,00,000 options.

Corporate Governance and Compliance

  • The company states compliance with all applicable Secretarial Standards, SEBI LODR regulations, and the Companies Act, 2013.
  • The Secretarial Audit Report (Form MR-3) and the Auditor's Report contained no qualifications or adverse remarks.
  • The Board met 11 times during the year. The Audit Committee met 8 times, the NRC met 7 times, and the Stakeholders' Relationship Committee met once.
  • A separate meeting of Independent Directors was held on February 23, 2026.
  • No fraud was reported by the Statutory or Secretarial Auditors.
  • No significant/material orders were passed by any regulators/courts affecting the going concern status.

Related Party Transactions (RPTs)

All RPTs were reported to be in the ordinary course of business and on an arm's length basis. Prior approvals from the Audit Committee and Board were obtained as required. The details of RPTs are provided in Annexure E (Form AOC-2) of the report.

Internal Financial Controls

The company states it has adequate internal financial controls systems that are operating effectively.

Risk Management

The company has outlined its framework for managing Credit Risk, Market Risk, Operational Risk, Fraud Risk, and Compliance Risk.

Other Disclosures

  • The company has not accepted any public deposits.
  • There is no material subsidiary.
  • The company promoted green initiatives by sending the annual report electronically to members with registered email IDs.
  • The total fee paid to the Statutory Auditors for the year was ₹150,000.
  • The Management Discussion and Analysis section provides a review of the global economy, Indian economy, NBFC sector, and the company's performance, SWOT analysis, and risk factors.

AGM Business

The notice of AGM includes Ordinary Business to adopt the financial statements and reappoint directors retiring by rotation (Mr. Kunal Lalani and Ms. Anisha Anand). It includes Special Business to regularize the appointment of Mr. Ashraye Lalani as a Director.