Annual General Meeting Details

  • Meeting: Eighty-Seventh Annual General Meeting
  • Date: Tuesday, September 08, 2026
  • Time: 11.30 a.m. IST
  • Mode: Video Conferencing (VC) / Other Audio Visual Means (OAVM) as permitted by MCA circulars
  • Deemed Venue: Registered Office at Wankhede Stadium, North Stand, Staircase No. 13, 'D' Road, Churchgate, Mumbai - 400020

Business to be Transacted

Ordinary Business:

1. To receive, consider and adopt Audited Financial Statements and Cash Flow Statement for FY 2025-26 together with reports of Board of Directors and Auditors

2. To appoint director in place of Mr. Narendra Hira Advani (DIN: 03351909) who retires by rotation

Special Business:

3. Special Resolution to continue Mr. Pankaj Rajnikant Ved (DIN: 00207079) as Chairman & Non-Executive Independent Director beyond June 2, 2027 when he attains age 75 years, pursuant to Regulation 17(1A) of SEBI Listing Regulations

Financial Performance FY 2025-26

Income Statement Highlights:

  • Revenue from Operations: ₹358.65 lakhs (Previous Year: ₹370.53 lakhs)
  • Total Income: ₹358.65 lakhs (Previous Year: ₹370.53 lakhs)
  • Operating Expenditure: ₹322.88 lakhs (Previous Year: ₹326.85 lakhs)
  • Depreciation: ₹4.28 lakhs (Previous Year: ₹3.44 lakhs)
  • Total Expenses: ₹327.15 lakhs (Previous Year: ₹330.29 lakhs)
  • Profit Before Tax: ₹31.50 lakhs (Previous Year: ₹40.24 lakhs)
  • Tax Expense: ₹11.65 lakhs (Previous Year: ₹18.14 lakhs)
  • Profit After Tax: ₹19.85 lakhs (Previous Year: ₹22.10 lakhs)
  • Other Comprehensive Income: ₹3.67 lakhs (Previous Year: ₹(5.75) lakhs)
  • Total Comprehensive Income: ₹23.52 lakhs (Previous Year: ₹16.35 lakhs)

Balance Sheet Highlights (as at March 31, 2026):

  • Total Assets: ₹1,689.02 lakhs (Previous Year: ₹1,662.30 lakhs)
  • Cash and Cash Equivalents: ₹18.47 lakhs (Previous Year: ₹139.72 lakhs)
  • Bank Balances (other than cash): ₹1,120.99 lakhs (Previous Year: ₹1,087.18 lakhs)
  • Stock in Trade: ₹40.00 lakhs (Previous Year: ₹50.79 lakhs)
  • Trade Receivables: ₹41.31 lakhs (Previous Year: ₹29.66 lakhs)
  • Fixed Assets (Net): ₹11.77 lakhs (Previous Year: ₹10.10 lakhs)
  • Total Liabilities: ₹684.88 lakhs (Previous Year: ₹681.67 lakhs)
  • Equity Share Capital: ₹293.11 lakhs (unchanged)
  • Other Equity: ₹1,004.14 lakhs (Previous Year: ₹980.63 lakhs)

Key Ratios:

  • Basic EPS: ₹0.80 (Previous Year: ₹0.56)
  • Diluted EPS: ₹0.80 (Previous Year: ₹0.56)

Dividend Declaration

No dividend recommended for FY 2025-26.

Share Capital Structure

  • Authorized Capital: 60,00,000 equity shares of ₹10 each (₹600.00 lakhs)
  • Issued, Subscribed & Paid-up: 29,31,125 equity shares of ₹10 each (₹293.11 lakhs)
  • Dematerialization Status: 98.65% of paid-up capital in demat form as on March 31, 2026

Director Appointments/Reappointments

Mr. Narendra Hira Advani (DIN: 03351909)

  • Retires by rotation, eligible for reappointment
  • Age: 59 years, Director since May 30, 2011
  • Qualifications: BBA (International Management & Business)
  • Shares held: 4,36,699 shares (14.90% holding)
  • Remuneration: Nil

Mr. Pankaj Rajnikant Ved (DIN: 00207079)

  • Special resolution for continuation beyond age 75 years
  • Age: 74 years, Chairman & Non-Executive Independent Director since April 1, 2019
  • Qualifications: Chartered Accountant with 47 years experience
  • Shares held: 50 shares
  • Remuneration: Nil

Board and Committee Composition

Board of Directors:

1. Mr. Pankaj R. Ved - Chairman & Non-Executive Director (Independent)

2. Mr. Anil S. Manghnani - Whole Time Director

3. Mr. Ghansham Shewakramani - Non-Executive Director

4. Mrs. Roshan Advani Patheria - Non-Executive Director

5. Mr. Narendra H. Advani - Non-Executive Director

6. Mr. Ramesh R. Narang - Non-Executive Director (Independent)

Key Managerial Personnel:

  • Mr. R. N. Shenvi - CFO
  • Mrs. Vibha Axit Gandhi - Company Secretary & Compliance Officer

Committee Composition:

Audit Committee: Mr. Pankaj R. Ved (Chairman), Mr. Anil S. Manghnani, Mr. Ramesh R. Narang

Nomination & Remuneration Committee: Mr. Pankaj R. Ved (Chairman), Mrs. Roshan Advani Patheria, Mr. Ramesh R. Narang

Stakeholder & Grievance Committee: Mr. Pankaj R. Ved (Chairman), Mr. Ghansham Shewakramani, Mr. Ramesh R. Narang

Board Meetings and Attendance

Five Board meetings held during FY 2025-26 on:

  • May 28, 2025
  • August 7, 2025
  • November 7, 2025
  • January 30, 2026
  • March 6, 2026

Registered Office and Corporate Identity

Registrar and Share Transfer Agent

MUFG Intime India Private Limited (formerly Link Intime India Private Limited)

C-101, Embassy 247, LBS Marg, Vikhroli (West), Mumbai 400083

Auditors

Statutory Auditors: B D G & Co LLP (Firm Reg. No. 119739W) - Appointed for 5 years until AGM 2027

Secretarial Auditor: Mr. Janak A. Pandya, Practicing Company Secretary (FRN: I2003MH420000)

Internal Auditors: M/s Jayant & Associates, Chartered Accountants (Firm Registration No. 104099W)

All auditor reports are unqualified without any adverse remarks.

Shareholder Servicing Information

Register Closure Dates:

  • Period: Tuesday, September 1, 2026 to Tuesday, September 8, 2026 (both days inclusive)
  • Purpose: AGM and updating Register of Members
  • Cut-off Date: September 1, 2026 for determining voting eligibility

Remote E-Voting Details:

  • Period: September 3, 2026 (9:00 a.m.) to September 7, 2026 (5:00 p.m.)
  • Platform: MUFG Intime India Private Limited
  • Scrutinizer: Mr. Anil Jani, Practicing Company Secretary

Dividend Transfer to IEPF

Unpaid/unclaimed dividends for seven consecutive years have been transferred to Investor Education and Protection Fund.

Related Party Transactions

Transactions with related parties conducted at arm's length basis, including:

  • Rent payment to Bhagwanti Exports Private Limited: ₹3.00 lakhs
  • Brokerage income from relatives of KMPs: ₹1.85 lakhs aggregate

All transactions approved by Audit Committee and Board.

Corporate Governance

Company exempt from certain corporate governance provisions under Regulation 15(2)(a) of SEBI LODR Regulations due to paid-up capital below ₹10 crores and net worth below ₹25 crores.

Risk Management

The Company has implemented risk management framework covering regulatory, competition, business, technology, investment, and talent retention risks.

Employee Strength

18 permanent employees as on March 31, 2026.

Key Dates and Deadlines

  • Remote e-Voting: September 3-7, 2026
  • AGM Date: September 8, 2026
  • Results Declaration: Within 2 days of AGM conclusion

Compliance Status

No material regulatory orders or significant pending litigations impacting going concern status.

#Tags: #ModernShares #AGM2026 #FY26Results #SEBIDisclosure #RegulatoryCompliance #FinancialUpdate #Neutral