Key Financial Figures (₹ in Lakhs)

Performance Overview:

  • Revenue from Operations: ₹1,043.50 (FY25: ₹940.89)
  • Other Income: ₹232.92 (FY25: ₹22.38)
  • Total Income: ₹1,276.42 (FY25: ₹963.27)
  • Financial Expenses: ₹162.00 (FY25: ₹163.03)
  • Depreciation: ₹95.93 (FY25: ₹132.03)
  • Loss Before Tax: ₹(247.40) (FY25: ₹(449.41))
  • Deferred Tax: ₹(221.46) (FY25: ₹(10.35))
  • Net Loss: ₹(25.94) (FY25: ₹(439.06))
  • EPS (Basic & Diluted): ₹(0.16) (FY25: ₹(2.69))

Balance Sheet Position:

  • Paid-up Equity Share Capital: ₹1,630.87 lakhs (unchanged)
  • Reserves and Surplus: ₹(1,525.31) (FY25: ₹(1,499.37))
  • Total Assets: ₹2,560.08 lakhs (FY25: ₹4,497.01)
  • Borrowings: ₹1,381.97 (Non-current: ₹614.66, Current: ₹767.31)
  • Trade Payables: ₹671.71
  • Trade Receivables: ₹116.81

Annual General Meeting Details

Date: Monday, September 7, 2026

Time: 10:00 hours IST

Mode: Video Conference (VC) or Other Audio Visual Means (OAVM)

Venue: Registered Office - 195, N.S.C. Bose Road, Chennai - 600 001

Book Closure: September 1, 2026 to September 7, 2026 (both days inclusive)

Record Date: August 31, 2026

Agenda Items:

Ordinary Business:

1. Adoption of financial statements for year ended March 31, 2026

2. Re-appointment of Mrs. S. Jarina (DIN: 00269434) who retires by rotation

Special Business:

3. Approval of material related party transactions aggregating to ₹661.73 lakh for FY27 and ₹712.48 lakh for FY28, plus interest-free unsecured loans from directors up to ₹900 lakh for FY27 and ₹500 lakh for FY28

4. Appointment of Mr. Nagayasamy Rajkumar (DIN: 00617000) as Independent Director for 5 years

5. Continuation of directorship of Mr. Alagarsamy Uthandan (DIN: 07847682) beyond age of 75 years

Related Party Transactions

Proposed Transactions for Shareholder Approval:

  • FY26-27: Maximum aggregate value of ₹661.73 lakh
  • FY27-28: Maximum aggregate value of ₹712.48 lakh
  • Interest-free unsecured loans from directors: ₹900 lakh for FY27 and ₹500 lakh for FY28
  • Cumulative loan limit: ₹20 crores

Related Parties Involved:

  • Mr. N. Mohamed Faizal (Managing Director)
  • Mrs. S. Jarina (Director)
  • Their relatives and associated enterprises (Olympic Paper Products, Print & Get)
  • Transactions include purchase/sale of products, lease rents, and salary payments

Director Details

Board Composition:

  • Mr. N. Mohamed Faizal: Managing Director (DIN:00269448)
  • Mrs. S. Jarina: Woman Director (DIN:00269434)
  • Mr. N. Sridharan: Independent Director (DIN:01476574)
  • Mr. Alagarsamy Uthandan: Independent Director (DIN:07847682)

Director Shareholding:

  • Mr. N. Mohamed Faizal: 66,74,528 equity shares (40.92%)
  • Mrs. S. Jarina: 7,93,291 equity shares (4.86%)

Auditor Information

Statutory Auditors: M/s. Subramanian & Associates (FRN:012360S)

Internal Auditor: Mr. S. Senthilnathan

Secretarial Auditor: Mr. R. Deenadayalu, Company Secretary

Audit Qualifications:

1. Lack of balance confirmations for sundry debtors (₹116.81 lakh), sundry creditors (₹671.71 lakh), advances from customers (₹184.79 lakh), and advances to suppliers (₹41.57 lakh)

2. Absence of audit trail feature in accounting software (rectified from January 2026)

3. Inventory control issues - differences between stock statements filed with banks and books of accounts

4. Weak controls for inventory and advance bookings from customers

Regulatory and Compliance Issues

Outstanding Dues:

  • Employee Provident Fund: Not remitted from April 2026 to June 2026
  • Employee State Insurance: Not remitted from May 2025 to June 2026
  • GST demands: Appeals pending against GST authorities
  • Listing fees: Paid late on September 12, 2025 (due April 30, 2025)
  • BSE fines: Application for waiver of fines of ₹9,440 and ₹1,46,320 pending

Defaults in Borrowings:

  • HDFC Term Loan: ₹44.04 lakh overdue for 83 days
  • Siemens Financial Services: ₹5.38 lakh overdue for more than 3 years
  • Company declared as willful defaulter by financial institutions

Corporate Governance

Committee Composition:

  • Audit Committee: Mr. N. Sridharan (Chairman), Mr. Alagarsamy Uthandan, Mr. N. Mohamed Faizal
  • Nomination and Remuneration Committee: Mr. N. Sridharan (Chairman), Mr. Alagarsamy Uthandan, Mrs. S. Jarina
  • Stakeholders Relationship Committee: Mr. N. Sridharan (Chairman), Mr. Alagarsamy Uthandan, Mr. N. Mohamed Faizal

Board Meetings:

  • 4 meetings held during FY26 on May 28, 2025; August 14, 2025; November 11, 2025; and February 12, 2026
  • All directors attended all meetings

Business Operations and Outlook

Industry Challenges:

  • Severe competition from small players with lower overheads
  • Decline in paper-based wedding and greeting cards due to electronic communications
  • Changing consumer preferences among younger generation

Financial Ratios:

  • Current Ratio: 1.28 (FY25: 1.03)
  • Debt-Equity Ratio: 13.09 (FY25: 18.76)
  • Debt Service Coverage Ratio: (0.15) (FY25: (0.07))
  • Return on Equity: (25%) (FY25: (334%))

Dividend

No dividend recommended for FY26 due to absence of profit (Previous year: Nil)

E-Voting Instructions

Remote e-voting period: September 4, 2026 (9:00 AM) to September 6, 2026 (5:00 PM)

E-voting service provider: Central Depository Services (India) Limited (CDSL)

Scrutinizer: Mr. R. Deenadayalu, Practicing Company Secretary

Important Notes

  • Shares in physical form are subject to dematerialization requirement as per SEBI regulations
  • Members requested to register email addresses for electronic communication
  • Unpaid/unclaimed dividends for 7 years will be transferred to Investor Education and Protection Fund (IEPF)