Key Quantitative Figures

Financial Performance (Standalone, ₹ in Lakhs)

| Particulars | FY 2025-26 | FY 2024-25 |

| Revenue from Operations | 27.10 | 1,046.02 |

| Other Income | 229.83 | 179.03 |

| Total Revenue | 256.93 | 1,225.05 |

| Profit Before Tax | 323.65 | 770.86 |

| Tax Expense | 82.92 | 195.43 |

| Net Profit After Tax | 240.73 | 575.43 |

| Total Comprehensive Income | 240.73 | 575.43 |

Financial Position (as at 31st March, ₹ in Lakhs)

| Particulars | 31-Mar-26 | 31-Mar-25 |

| Total Assets | 4,590.52 | 4,475.67 |

| Non-Current Assets | 4,105.72 | 3,320.80 |

| Current Assets | 484.80 | 1,154.87 |

| Total Equity | 4,319.08 | 4,087.12 |

| Equity Share Capital | 28.01 | 28.01 |

| Other Equity | 4,291.07 | 4,059.11 |

| Current Liabilities | 271.44 | 388.55 |

Key Balance Sheet Items

  • Investments: ₹50.38 Lakhs (REC Bonds and Equity shares)
  • Bank Deposits ( >12 months maturity): ₹3,944.25 Lakhs (Prev. ₹3,185.57 Lakhs)
  • Cash & Cash Equivalents: ₹55.66 Lakhs (Prev. ₹14.18 Lakhs)
  • Inventories (Work-in-Progress): ₹300.11 Lakhs (Prev. Nil)
  • Trade Receivables: ₹0.48 Lakhs (Prev. ₹1,025.58 Lakhs)
  • Short Term Borrowings (From Directors): ₹122.69 Lakhs
  • Unclaimed Dividend: ₹2.68 Lakhs

Dividend

  • The Board of Directors at their meeting held on 29th May 2026 recommended a final dividend of 25% i.e., ₹2.50 per equity share of face value ₹10/- each for FY 2025-26.
  • The dividend outgo is approximately ₹7.00 Lakhs (inclusive of TDS).
  • The dividend will be paid within 30 days after approval by members at the AGM.
  • Record Date for determining entitlement: Friday, 11th September 2026.
  • Dividend will be paid only through electronic mode as mandated by SEBI.

Capital Structure

  • Authorised Share Capital: ₹5,00,00,000 (50,00,000 equity shares of ₹10 each)
  • Paid-up Equity Capital: ₹28,01,000 (2,80,100 equity shares of ₹10 each)
  • No shares were issued during the year under review.

Directors and Key Managerial Personnel

Board of Directors as on 31st March 2026:

1. Ms. Kalindi Rajendra Shah (DIN: 00402482) - Chairperson & Managing Director

2. Mr. Sunil Masand (DIN: 00371211) - Non-Executive Non-Independent Director

3. Mr. Neville Soli Mody (DIN: 00187067) - Non-Executive Independent Director

4. Dr. Pranav Rajesh Agrawal (DIN: 10590800) - Non-Executive Independent Director

5. Mrs. Jyoti Jatin Mehta (DIN: 10944301) - Non-Executive Independent Director

Key Managerial Personnel:

  • Mr. Ram Narayan Gupta - Company Secretary (CS)
  • Mrs. Ishani Janak Vakharia (PAN: AABPV5503E) - Chief Financial Officer (CFO)

Changes in Board: Mr. Sunil Pitamber Masand retires by rotation and, being eligible, offers himself for re-appointment at the ensuing AGM.

Auditors

  • Statutory Auditors: M/s. N N K & Co., Chartered Accountants (Firm Regn. No.: 143291W). They were appointed for a term of 5 years till the conclusion of the 71st AGM.
  • Secretarial Auditor: M/s. Alpesh Vekariya & Associates, Company Secretaries (FCS 11100). Appointed for a term of five years from FY 2025-26 to FY 2029-30.
  • Internal Auditor: M/s. Brijesh Dutt & Associates, Chartered Accountants for FY 2025-26.

Audit Fees: Total fees paid to Statutory Auditors amounted to ₹1.02 Lakhs (Audit: ₹0.72 Lakhs, Tax Audit: ₹0.30 Lakhs).

Annual General Meeting (AGM)

  • The 68th Annual General Meeting (AGM) will be held on Tuesday, 22nd September 2026 at 3:00 PM IST through Video Conferencing (VC) / Other Audio-Visual Means (OAVM).
  • The registered office in Mumbai will be the deemed venue.

Business to be transacted:

ORDINARY BUSINESS:

1. To adopt the Audited Financial Statements for FY ended 31st March 2026 with Reports of Directors and Auditors.

2. To declare a dividend of 25% (₹2.50 per share).

3. To reappoint Mr. Sunil Pitamber Masand (DIN: 00371211) as a director retiring by rotation.

SPECIAL BUSINESS:

4. To approve related party transactions with Rajendra Shipping Private Limited (a related party) for an estimated amount of ₹10.00 Lakhs for FY 2026-27.

Shareholding Pattern (as on 31st March 2026)

| Category | No. of Shares | % Holding |

| Promoters & Promoters Group | 1,48,150 | 52.89% |

| Public | 83,210 | 29.71% |

| Bodies Corporate | 27,650 | 9.87% |

| IEPF Authority | 13,640 | 4.87% |

| Others | 7,450 | 2.66% |

| Total | 2,80,100 | 100% |

Dematerialization Status: 90.48% of shares (2,53,440 shares) are held in demat form with CDSL.

Operational Review

  • Gross revenue from operations was ₹27.10 Lakhs compared to ₹1,225.05 Lakhs in the previous year.
  • The company stated it is "not carrying on any activity for the last few years and does not foresee to continue the same in future."
  • The main activity was construction of hydroelectric projects and underground works (tunnels, caverns).

Corporate Governance & Compliance

  • The company has constituted mandatory committees: Audit Committee, Nomination & Remuneration Committee, and Stakeholders Relationship Committee.
  • The Secretarial Audit Report issued by M/s. Alpesh Vekariya & Associates confirms compliance with applicable laws.
  • A certificate confirms none of the directors were disqualified as on 31st March 2026.
  • The CEO & CFO have provided compliance certificates as required by SEBI LODR.

Related Party Transactions (RPTs)

  • All RPTs were conducted at arm's length and in the ordinary course of business.
  • The notice seeks a omnibus approval for transactions with Rajendra Shipping Private Limited (a related party where Director Ms. Kalindi Shah is a director and member) for an estimated value of ₹10.00 Lakhs for FY 2026-27.

CSR (Corporate Social Responsibility)

  • The CSR obligation for the year was ₹8.63 Lakhs (2% of average net profit).
  • The company spent ₹9.00 Lakhs on CSR activities, resulting in an excess of ₹36,502 available for set-off.
  • The focus areas were Education, Health and Wellness, and Environmental Sustainability.

Contingent Liabilities

  • Claims not acknowledged as debt: ₹2,408.84 Lakhs (Prev. ₹2,234.73 Lakhs)
  • BMC Property Tax: ₹53.50 Lakhs
  • BPT Rent: ₹2,355.35 Lakhs (Company states this amount is not payable as per High Court order)
  • Contingent Assets (Arbitration Matters):

1. Wan Hydro Electric Project: Arguments over, written submissions awaited.

2. MRVC Tunnel: At Bombay High Court for appointment of arbitrator.

3. Mokhabardi Canal works: Awaiting clearance from VIDC - GoM for arbitration.

Other Disclosures

  • Unclaimed Dividend: Unpaid dividend for the year ended 31st March 2019 (declared 30th Sept 2019) will be transferred to the IEPF on or before 25/11/2026.
  • Vigil Mechanism/Whistle Blower Policy: In place. No complaints were received during the year.
  • Sexual Harassment: No complaints were received during the year under the POSH Act.
  • Internal Financial Controls: The auditors' report states that the company has adequate IFC and they were operating effectively.

Registrars & Share Transfer Agents

M/s. Satellite Corporate Services Private Limited, Mumbai.

Bankers

1. State Bank of India

2. Union Bank of India