AGM Details

  • Date: 29th September 2026 (Tuesday)
  • Time: 9:00 AM
  • Mode: Video Conferencing (VC) and Other Audio-Visual Means (OAVM)
  • Cut-off date for e-voting: 22nd September 2026
  • Remote e-voting period: 26th September 2026 (10:00 AM) to 28th September 2026 (5:00 PM)

Ordinary Business

1. Adoption of audited financial statements for FY ended 31st March 2026 with Board of Directors and Auditors reports

2. Declaration of dividend of ₹1 per equity share (10% of face value ₹10)

3. Re-appointment of Mr. Nishank Sakariya (DIN: 02254929) who retires by rotation

Special Business

4. Reappointment of Ms. Kavita Patel as Independent Director for second term of five years from 27.12.2026 to 26.12.2031 (Special Resolution)

  • Current term: 27.12.2021 to 26.12.2026
  • Qualifications: B.Com, entrepreneur and independent consultant in interior design and marketing with 30 years experience
  • Sits on board of Rasi Electrodes Ltd as Chairman of NRC and Member of Audit Committee

5. Payment of remuneration to Mr. Nishank Sakariya (Non-Executive, Non-Independent Director)

  • ₹2,50,000 per month for consultancy services from 01.01.2027 to 31.12.2027
  • Special Resolution required under Section 188(1)(f) of Companies Act, 2013 and Regulation 17(6)(ca) of SEBI LODR
  • May exceed 50% of total annual remuneration payable to all Non-Executive Directors

6. Authorization for investments/loans/guarantees under Section 186 of Companies Act, 2013

  • Aggregate limit of ₹50,00,00,000 (Fifty Crores)
  • Covers loans to any person/bodies corporate, guarantees/security for loans, and acquisition of securities
  • Special Resolution required

Financial Performance (FY2025-26)

  • Contract receipts: ₹0 lakhs (previous year: ₹0 lakhs)
  • Sales: ₹637.84 lakhs (previous year: ₹736.09 lakhs)
  • Other income: ₹350.84 lakhs (previous year: ₹166.18 lakhs)
  • Total income: ₹988.68 lakhs (previous year: ₹902.27 lakhs)
  • Total expenditure: ₹716.36 lakhs (previous year: ₹775.18 lakhs)
  • Profit before tax: ₹265.21 lakhs (previous year: ₹123.54 lakhs)
  • Provision for tax: ₹67.89 lakhs (Current: ₹66.04 lakhs, Deferred: ₹1.85 lakhs)
  • Profit after tax: ₹197.32 lakhs (previous year: ₹92.35 lakhs)
  • EPS: ₹2.78 (previous year: ₹1.30)
  • Dividend recommended: ₹1 per share (10%), total appropriation ₹71.06 lakhs
  • Contract work-in-progress: ₹1,058.19 lakhs (previous year: ₹1,415.13 lakhs)

Dividend Information

  • Rate: ₹1 per equity share of ₹10 each (10%)
  • Record date:
  • Physical shares: 29th September 2026 (Register of Members)
  • Demat shares: 18th September 2026 (Beneficial owners list)
  • Payment date: On or before 28th October 2026

Board of Directors

  • Mr. Mahendra K Maher - Chairman & Non-Independent Director (DIN: 00078348)
  • Mr. Chirag N Maher - Managing Director & CEO (DIN: 00078373)
  • Mr. Nishank Sakariya - Non-Independent Director (DIN: 02254929)
  • Ms. Kavita Patel - Independent Director (DIN: 09433199)
  • Mr. Narendra Kumar Lunawath - Independent Director (DIN: 00067129)
  • Mr. Aravind Kumar Ayush Jain - Independent Director (DIN: 10260190)

Key Managerial Personnel

  • Company Secretary: Mr. Rishabh Haran (appointed w.e.f 11.11.2025)
  • Chief Financial Officer: Mr. Jitesh D. Maher

Auditors

Sanjiv Shah & Associates LLP, Chartered Accountants, Chennai

7th Floor, EMPEE Tower, No.59, Adhithanar Salai, Chennai-600002

Registrar and Transfer Agents

Cameo Corporate Services Limited, Subramanian Building, No.1, Club House Road, Chennai-600002

Bankers

  • HDFC Bank Limited, Kilpauk, Chennai - 600 010
  • Tamilnad Mercantile Bank Ltd., Chennai - 600 001

Capital Structure

  • Authorized Capital: ₹750.00 lakhs (75,00,000 equity shares of ₹10 each)
  • Issued Capital: ₹720.00 lakhs (72,00,000 equity shares of ₹10 each)
  • Subscribed and Paid-up Capital: ₹716.49 lakhs (71,06,400 equity shares + ₹5.85 lakhs forfeited shares)
  • Promoter Holding: 70.19% (49,87,900 shares)
  • Public Holding: 29.81%
  • Dematerialized Shares: 97.38% of paid-up capital (69,19,876 shares)

Related Party Transactions (Disclosed in Form AOC-2)

  • Consultancy payments to promoters Mr. Narendra C Maher and Mr. Narendra Sakariya at ₹9 lakhs per annum each
  • Lease rental payment of ₹8.32 lakhs to M/s The Aluminium & Glassware Emporium (partnership firm where directors are partners)
  • Purchase of goods worth ₹3.10 lakhs from M/s The Aluminium & Glassware Emporium
  • Rental income of ₹2.25 lakhs from Ankur Foundations Private Limited
  • Security deposit of ₹3.00 lakhs received from Ankur Foundations Private Limited

Corporate Governance

  • Compliance with SEBI LODR Regulations confirmed
  • Four Board meetings held during the year
  • All mandatory committees constituted (Audit, Nomination & Remuneration, Stakeholders Relationship)
  • No material orders passed by regulators/courts impacting going concern status
  • Vigil mechanism and whistle blower policy in place

Internal Financial Controls

Adequate internal financial controls with reference to financial statements were in place and operating effectively as per auditor's report.

Secretarial Audit

M/s. Sneha Jain & Associates conducted secretarial audit and issued unmodified opinion for FY2025-26.

Dividend Distribution Policy

The Board has not formulated any dividend distribution policy as disclosed in the corporate governance report.

E-voting Instructions

Detailed instructions provided for remote e-voting through CDSL platform and participation in virtual AGM.

Important Notes

  • The company operates in single segment of construction of buildings (residential & commercial)
  • No subsidiary, joint venture or associate companies
  • No CSR activities undertaken as company not falling under Section 135(1) criteria
  • No deposits accepted under Sections 73-76 of Companies Act, 2013
  • No material fraud reported during the year

Annexures to Board's Report

  • Form AOC-2: Related party transactions disclosure
  • Corporate Governance Report
  • Disclosure under Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
  • Secretarial Audit Report
  • Independent Auditors' Report
  • Financial Statements with notes