Key Approvals and Appointments

The Board of Directors approved the following matters:

  • Audited Financial Results: Approved the Audited Standalone and Consolidated Financial Results for the quarter and year ended March 31, 2026.
  • Internal Auditor Appointment: Appointed M/s. Mikil Vora & Associates, Chartered Accountants, as the Internal Auditors for FY 2026-2027.
  • Tax Auditor Appointment: Appointed M/s. J. M. Patel & Bros., Chartered Accountants, as the Tax Auditors for AY 2026-27 (FY 2025-26).

The Board Meeting commenced at 3:00 PM IST and concluded at 3:30 PM IST on May 30, 2026.

Financial Results Overview (Standalone - Audited)

(All figures in ₹ Lakhs)

For the Quarter Ended March 31, 2026:

  • Revenue from Operations: 3,084.28
  • Total Revenue: 3,085.70
  • Total Expenses: 3,068.63
  • Profit Before Tax: 17.07
  • Tax Expense: 12.18 (Current Tax: 12.18, Deferred Tax: 0.00)
  • Net Profit for the period: 4.89
  • Earnings Per Share (Basic & Diluted): 0.00

For the Year Ended March 31, 2026:

  • Revenue from Operations: 24,281.64
  • Total Revenue: 24,288.44
  • Total Expenses: 23,847.66
  • Profit Before Tax: 440.78
  • Tax Expense: 168.26 (Current Tax: 166.89, Deferred Tax: 1.37)
  • Net Profit for the year: 272.52
  • Earnings Per Share (Basic & Diluted): 0.03

Comparative Figures (Year Ended March 31, 2025):

  • Revenue from Operations: 34,841.57
  • Net Profit: 599.37
  • Earnings Per Share: 0.06

Statement of Assets and Liabilities (As of March 31, 2026):

  • Total Assets: 60,456.10
  • Total Equity: 29,219.27
  • Equity Share Capital: 10,776.13
  • Other Equity: 18,443.14
  • Total Liabilities: 31,236.83
  • Trade Receivables: 59,370.57
  • Trade Payables: 20,159.16
  • Borrowings (Current): 1,441.02
  • Borrowings (Non-Current): 4,779.54

Financial Results Overview (Consolidated - Audited)

(All figures in ₹ Lakhs)

For the Year Ended March 31, 2026:

  • Revenue from Operations: 115,346.12
  • Total Revenue: 115,352.92
  • Total Expenses: 88,842.50
  • Profit Before Tax: 26,510.42
  • Tax Expense: 168.26 (Current Tax: 166.89, Deferred Tax: 1.37)
  • Net Profit for the year: 26,342.16
  • Earnings Per Share (Basic & Diluted): 2.44

Statement of Assets and Liabilities (Consolidated - As of March 31, 2026):

  • Total Assets: 228,418.36
  • Total Equity: 130,145.15
  • Equity Share Capital: 10,798.83
  • Other Equity: 119,346.32
  • Trade Receivables: 227,323.67
  • Trade Payables: 87,195.54

Basis for Qualified Audit Opinion (H Thakkar & Co. LLP)

The auditors issued a qualified opinion on both the standalone and consolidated results due to the following material uncertainties:

1. SEBI Interim Order (Dated: December 5, 2024): SEBI alleges that a substantial portion of sales and purchase transactions from FY 2017-18 to FY 2023-24 were fictitious. It also alleges misutilisation of rights issue proceeds amounting to ₹4,990.00 lakhs. The company denies the allegations and is pursuing legal remedies. The potential financial impact is unascertainable.

2. Trade Receivables and Impairment: Trade receivables of ₹59,370.57 lakhs (99% of total assets as of Sept 30, 2024, per SEBI) remain outstanding as of March 31, 2026. The company has not performed an impairment assessment/Expected Credit Loss (ECL) evaluation as required by Ind AS 109. The potential impairment loss is unquantifiable.

3. GST Demand: The company received a GST order demanding ₹20,684.38 lakhs (including penalties) for the period July 2017 to July 2022. The company had deposited ₹200.00 lakhs under protest and intends to appeal. The adequacy of non-provision is uncertain.

4. Income Tax Liabilities: An income tax provision of ₹5,191.83 lakhs and a current year liability of ₹166.89 lakhs remain unpaid as of the reporting date. A disputed income tax demand of ₹11,744.00 lakhs is pending adjudication.

5. CSR Spending: The required CSR amount of ₹67.99 lakhs for FY 2025-26 remained unspent as of March 31, 2026, but was spent after the year-end.

6. Accounting Software Compliance: The company has not implemented accounting software with an audit trail feature as required by Rule 3(1) of the Companies (Accounts) Rules, 2014.

7. Subsidiary Financials: The consolidated results include unaudited financials of subsidiary Grow and Grub Nutrients FZ-LLC for the period Jan 1, 2026, to Mar 31, 2026, certified by management. The accuracy and completeness cannot be verified.

8. Going Concern: The auditors note that the matters above indicate a material uncertainty that may cast significant doubt on the company's ability to continue as a going concern, though the financial statements are prepared on a going concern basis.

Management's Response to Qualifications

For all qualifications where the impact is not quantified, management has stated they deny the SEBI and GST allegations and are pursuing legal remedies. They are confident in the company's ability to continue as a going concern and believe it has the financial resilience to handle the tax liabilities.

Impact of Audit Qualifications

As per the Statement on Impact of Audit Qualifications, the management asserts that the reported figures (Turnover, Expenditure, Net Profit, EPS, Assets, Liabilities, Net Worth) require no adjustment despite the audit qualifications, as the impact is unascertainable.

Additional Information

  • The company has only a single reportable business segment.
  • The figures for the quarter ended March 31, 2026, are balancing figures between the audited full-year and the published year-to-date figures up to December 31, 2025.
  • The financial results have been prepared in accordance with Indian Accounting Standards (Ind AS).