Key Quantitative Figures

  • Operating Income: ₹125.00 lakhs (FY 2025-26) vs ₹0 lakhs (FY 2024-25)
  • Other Income: ₹33.07 lakhs (FY 2025-26) vs ₹51.28 lakhs (FY 2024-25)
  • Profit Before Tax: ₹92.45 lakhs (FY 2025-26) vs ₹41.74 lakhs (FY 2024-25)
  • Provision for Tax: ₹6.32 lakhs (FY 2025-26) vs ₹0 lakhs (FY 2024-25)
  • Deferred Tax: ₹0.24 lakhs (FY 2025-26) vs ₹0 lakhs (FY 2024-25)
  • Profit After Tax: ₹85.90 lakhs (FY 2025-26) vs ₹41.74 lakhs (FY 2024-25)
  • Total Revenue Growth: 208.42% increase from previous year
  • Earnings Per Share (Basic & Diluted): ₹1.73 (FY 2025-26) vs ₹0.83 (FY 2024-25)
  • Equity Share Capital: ₹503 lakhs (50,300,000 shares of ₹10 each)
  • Long Term Loans & Advances: ₹382.40 lakhs (FY 2025-26) vs ₹170.09 lakhs (FY 2024-25)
  • Current Tax Assets: ₹51.43 lakhs (FY 2025-26) vs ₹55.81 lakhs (FY 2024-25)

Dates of Action

  • AGM Date: 29th September, 2026 at 11:00 AM through Video Conferencing
  • Record Date for AGM: 22nd September, 2026
  • Book Closure: 23rd September, 2026 to 29th September, 2026 (both days inclusive)
  • E-voting Period: 26th September, 2026 (9:00 AM) to 28th September, 2026 (5:00 PM)
  • Annual Report Submission Date: 3rd September, 2026

Parties Involved

  • Stock Exchange: BSE Limited
  • Statutory Auditor: M/s. Motilal & Associates LLP (for FY 2025-26)
  • Proposed Statutory Auditor: M/s. APS Associates (FRN: 306015E) for 5 years from 35th AGM to 40th AGM
  • Secretarial Auditor: VKM & Associates (for FY 2025-26)
  • Proposed Secretarial Auditor: M/s. P B Patel & Associates for 5 years from 35th AGM to 40th AGM
  • Registrar & Transfer Agent: M/s. Adroit Corporate Services Pvt. Ltd.
  • Bankers: HDFC Bank Limited, South Indian Bank
  • Company Secretary & Compliance Officer: CS Payal Dilip Jain (Membership No. ACS-60007)

Director Changes During FY 2025-26

  • Appointments:
  • Mr. Brijesh Devrajbhai Patel (DIN: 02425903) as Non-Executive Director from 11th April, 2025
  • Ms. Poonam Kishor Shah (DIN: 00027476) as Whole Time Director & CFO from 15th July, 2025
  • Ms. Rakhi Jayantilal Upadhyay (DIN: 09645180) as Independent Director from 15th July, 2025 (resigned 15th April, 2026)
  • Mr. Sandipbhai Pravinbhai Patel (DIN: 10849576) as Independent Director from 15th July, 2025
  • Ms. Khushi Rajendra Bhatt (DIN: 06942484) as Independent Director from 18th February, 2025
  • Resignations:
  • Mrs. Jyoti K. Shah (DIN: 00020912) as Director & CFO resigned 15th July, 2025
  • Mr. Sharad L. Kulkarni (DIN: 07672266) as Director resigned 15th July, 2025
  • Mr. Shrikant Govind Nakhe (DIN: 08489339) passed away 1st March, 2026
  • Ms. Rakhi Jayantilal Upadhyay resigned 15th April, 2026
  • Mr. Samrat Arvind Bumb (DIN: 07262971) resigned 7th August, 2026

AGM Agenda Items

Ordinary Business

1. Adoption of audited financial statements for FY 2025-26

2. Re-appointment of Mr. Brijesh Devrajbhai Patel (DIN: 02425903) as director retiring by rotation

3. Appointment of M/s. APS Associates as statutory auditors for 5 years

Special Business

4. Appointment of M/s. P B Patel & Associates as secretarial auditors for 5 years

Financial Operations Highlights

  • Business Segment: Single segment - Capital Market activities
  • Revenue Sources: Service charges (arrangement fees for InvITs) of ₹125 lakhs and other income including interest (₹15.07 lakhs) and profit on JV business (₹18 lakhs)
  • Employee Benefits Expense: ₹6.35 lakhs (FY 2025-26) vs ₹1.99 lakhs (FY 2024-25)
  • Other Expenses: ₹58.31 lakhs including commission paid (₹42.25 lakhs), listing fees (₹9.25 lakhs), and professional charges (₹2.54 lakhs)
  • Dividend: No dividend recommended for FY 2025-26

Regulatory and Compliance Matters

  • SEBI LODR Compliance: Company exempt from corporate governance compliance requirements due to paid-up capital below ₹10 crore and net worth below ₹25 crore
  • Secretarial Audit Report: Issued by VKM & Associates with qualification regarding pending income tax appeal in Bombay High Court
  • Income Tax Dispute: ₹45.59 lakh outstanding demand for AY 1995-96 pending in Bombay High Court (no provision made in books)
  • BSE Fine: Paid ₹22,680 for delayed submission of investor grievance statement for quarter ended March 31, 2025

Capital Structure Impact

  • Authorized Share Capital: ₹14.00 crore (1,20,00,000 equity shares of ₹10 each + 2,00,000 preference shares of ₹100 each)
  • Issued & Paid-up Capital: ₹503 lakhs (50,30,000 equity shares of ₹10 each)
  • Proposed Fundraising: Approval obtained for issue of 60,00,000 convertible warrants at ₹25 per warrant (₹15 crore total), but allotment kept on hold pending stock exchange approval

Related Party Transactions

  • Loans to Related Parties: ₹382.40 lakhs in long-term loans to Mideast Healthcare Pvt Ltd (₹326.50 lakhs) and Mideast Windfarms Pvt Ltd (₹55.90 lakhs)
  • Director Shareholding:
  • Mr. Kishor A. Shah: 331,113 shares (6.58%)
  • Mr. Brijesh Devrajbhai Patel: 314,038 shares (6.24%)
  • Mrs. Jyoti K. Shah: 239,396 shares (4.76%)

Corporate Governance

  • Board Composition: 7 directors (2 executive, 5 non-executive)
  • Board Meetings: 11 meetings held during FY 2025-26
  • Committees: Audit Committee, Nomination & Remuneration Committee, Stakeholders' Grievance Committee
  • Whistle Blower Policy: Implemented, no complaints received
  • Internal Financial Controls: Adequate and operating effectively as per auditor's report

Auditor Reports

  • Statutory Auditor: Motilal & Associates LLP issued unqualified opinion
  • Secretarial Auditor: VKM & Associates issued report with qualification regarding pending tax litigation
  • Internal Auditor: System in place and considered adequate

Pending Litigation

  • Income Tax: ₹45.59 lakh demand for AY 1995-96 pending in Bombay High Court
  • No other significant material orders from regulators or courts impacting going concern status

Cash Flow Implications

  • Net Cash from Operating Activities: ₹173.51 lakhs
  • Net Cash from Investing Activities: ₹245.38 lakhs (primarily from long-term loans given)
  • Cash & Cash Equivalents: ₹4.47 lakhs as of March 31, 2026
  • Bank Account Attachment: ₹0.01 lakhs in bank account attached by Income Tax Department

Forward-looking Statements

Management Discussion & Analysis contains forward-looking statements about opportunities in growing Indian capital markets, digital platforms, and SME segment growth, subject to economic conditions, regulatory changes, and competitive pressures.

#Tags: #MidEastPortfolio #AnnualReport #SEBIDisclosure #FinancialResults #CorporateGovernance #Neutral