Mihika Industries 2025-26 Annual Report Submission

Financial Performance Summary (FY 2025-26 vs FY 2024-25)

Revenue from Operations: ₹267.64 lakh (Previous: ₹3,473.83 lakh) - 92.3% decrease
Other Income: ₹57.83 lakh (Previous: ₹60.02 lakh)
Total Revenue: ₹325.46 lakh (Previous: ₹3,533.85 lakh)
Total Expenses: ₹316.84 lakh (Previous: ₹3,522.71 lakh)
Profit Before Tax: ₹8.62 lakh (Previous: ₹11.15 lakh)
Tax Expense: ₹0.00 lakh (Previous: ₹5.68 lakh)
Net Profit After Tax: ₹8.62 lakh (Previous: ₹5.46 lakh)
Earnings Per Share (Basic & Diluted): ₹0.09 (Previous: ₹0.05)

Key AGM Resolutions

Ordinary Business

1. Adoption of Financial Statements: Consideration and adoption of audited financial statements for FY ended 31st March 2026

2. Re-appointment of Director: Re-appointment of Mr. Bipinbhai Becharbhai Prajapati (DIN: 11000222) who retires by rotation

3. Statutory Auditor Appointment: Appointment of M/s. Kapil Kumar Aggarwal & Associates, Chartered Accountants (FRN: 008174C) for 5 years from FY 2026-27 to 2030-31

Special Business

4. Capital Increase: Increase in Authorized Share Capital from ₹10 crore to ₹100 crore divided into 10 crore equity shares of ₹10 each

5. Managing Director Appointment: Appointment of Mr. Bipinbhai Becharbhai Prajapati as Managing Director for 5 years from 18th October 2025 to 17th October 2030 at remuneration not exceeding ₹1 lakh per month

6. Director Appointments: Appointment of Mr. Yagnik Vasant Prajapati as Non-Executive Director, and Ms. Pooja Sarkar, Ms. Shruti, and Mr. Sudhanshu Shekhar as Independent Directors

7. Secretarial Auditor: Appointment of M/s. Jay Pandya & Associates as Secretarial Auditor for 5 years from FY 2026-27

8. Registered Office Change: Shift of registered office from Kolkata, West Bengal to Ahmedabad, Gujarat

9. Casual Vacancy Auditor: Appointment of M/s. Kapil Kumar Aggarwal & Associates to fill casual vacancy caused by resignation of previous auditors

10. Related Party Transactions: Approval for transactions with Veggie Fest Foods Private Limited up to ₹50 crore

Board and Committee Composition

Board of Directors (as on date)

Mr. Bipinbhai Becharbhai Prajapati - Managing Director (DIN: 11000222)
Mr. Yagnik Vasant Prajapati - Non-Executive Director (DIN: 11400573)
Ms. Pooja Sarkar - Independent Director (DIN: 11189205)
Ms. Shruti - Independent Director (DIN: 10310241)
Mr. Sudhanshu Shekhar - Independent Director (DIN: 06971467)

Key Managerial Personnel

Mr. Bipinbhai Becharbhai Prajapati - Managing Director & CFO
Ms. Umang Agrawal - Company Secretary

Committee Composition

Audit Committee: Mr. Sudhanshu Shekhar (Chairperson), Ms. Shruti, Mr. Bipinbhai Prajapati

Nomination and Remuneration Committee: Mr. Sudhanshu Shekhar (Chairperson), Ms. Shruti, Mr. Yagnik Prajapati

Stakeholders' Relationship Committee: Mr. Sudhanshu Shekhar (Chairperson), Ms. Shruti, Mr. Yagnik Prajapati

Capital Structure

Authorized Share Capital: ₹10,00,00,000 divided into 1,00,00,000 equity shares of ₹10 each
Paid-up Share Capital: ₹10,00,00,000 divided into 1,00,00,000 equity shares of ₹10 each
Proposed Increase: Authorization sought to increase authorized capital to ₹100,00,00,000 divided into 10,00,00,000 equity shares

Related Party Transactions

Transactions with Veggie Fest Foods Private Limited (Promoter Entity):
Purchase of Goods: ₹29.50 lakh (Previous: ₹215.00 lakh)
Sale of Goods: ₹1.00 lakh (Previous: ₹0.00 lakh)
Outstanding Balances:
Jainam Finserve Private Limited: ₹61.41 lakh receivables
Aakash Shah: ₹15.56 lakh payable

Auditor Reports and Qualifications

Statutory Auditor (M/s. S K Bhavsar & Company)

Qualified Opinion with following observations:

1. Trade Receivables/Payables: Unable to verify existence, completeness, accuracy, and recoverability of certain balances due to absence of confirmations and reconciliations

2. Internal Auditor: Company did not appoint Internal Auditor for entire FY 2025-26 as required under Section 138 of Companies Act 2013

3. Loan Documentation: Confirmations and supporting loan agreements not available for verification of loans granted

4. Internal Financial Controls: Documentation of policies, procedures and IT controls needs strengthening

Secretarial Auditor (M/s. Jay Pandya & Associates)

Qualifications include:

1. Non-appointment of Internal Auditor for FY 2025-26

2. Non-compliance with Regulation 47 of SEBI LODR regarding newspaper advertisements for financial results

3. Non-appointment of qualified Company Secretary for certain quarters

4. Delay in submission of voting results under Regulation 44(3) of SEBI LODR

Material Developments

1. Rights Issue Proposal: Board approved raising up to ₹90 crore through rights issue to eligible shareholders

2. Registered Office Shift: Proposal to shift registered office from West Bengal to Gujarat for administrative convenience

3. Board Changes: Multiple director appointments and resignations during the year including:

Resignation of Mr. Aakash Prakash Shah as Managing Director/Non-Executive Director
Resignation of Mr. Parth Rajeshbhai Rupareliya as Executive Director & CFO
Appointment of new independent directors in July 2026

Operational Highlights

Business Segment: Single segment - "Trading and Distribution" primarily in agriculture goods and commodities
Revenue Decline: Significant decrease from ₹34.74 crore to ₹2.67 crore year-on-year
Inventory: ₹230.55 lakh as at 31st March 2026 (Previous: ₹0.00 lakh)
Loans and Advances: ₹1,717.79 lakh as at 31st March 2026 (Previous: ₹2,006.65 lakh)

Corporate Actions

Dividend: No dividend recommended for FY 2025-26 to conserve resources
Reserves: Total reserves and surplus at ₹1,196.98 lakh
Unclaimed Dividend: No amounts required to be transferred to Investor Education and Protection Fund

Compliance Status

Corporate Governance: Not applicable as paid-up capital below ₹10 crore threshold
CSR Provisions: Not applicable to the company
Deposits: No deposits accepted or renewed during the financial year
Sexual Harassment: No cases filed under POSH Act during the year

Future Outlook

Focus on strengthening and expanding trading activities across commodities and fabrics
Exploration of opportunities in high-demand textile segments and Tier 2/3 markets
Planned adoption of technology for improved supply chain efficiency
Cautiously optimistic business outlook for FY 2026-27

Voting Arrangements

Record Date: 25th August 2026 for determining shareholders eligible to vote
E-voting Period: 29th August 2026 (9:00 AM) to 31st August 2026 (5:00 PM) through NSDL
AGM Mode: Virtual through VC/OAVM without physical attendance

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