Rose Merc Limited FY26 Annual Financial Results and AGM Notice
Financial Performance Overview
Rose Merc Limited reported strong financial results for FY26, with consolidated net profit reaching ₹5.68 crore, a significant turnaround from a loss of ₹0.56 crore in FY25. Consolidated revenue grew 12.3% to ₹88.48 crore from ₹78.78 crore in the previous year. EBITDA stood at ₹187.39 lakhs with margins maintained at 21.2%. On a standalone basis, the company reported net profit of ₹35.28 lakhs, up 80% from ₹19.55 lakhs in FY25, with revenue from operations at ₹583.62 lakhs.
Capital Structure and Share Issuance
The company's issued, subscribed, and paid-up equity share capital increased to ₹594.76 lakhs from ₹552.93 lakhs in FY25 due to issuance of 418,356 new equity shares during FY26 through various ESOP exercises and preferential allotments. The authorized share capital was increased from ₹20 crore to ₹25 crore on January 29, 2026. Major shareholders include Padmaja Suresh Ambekar (8.36%), Nipa Anil Haria (8.21%), and Vaishali Parkar Kumar (7.99%).
Cash Flow and Investments
Cash flow from operating activities was negative ₹632.50 lakhs primarily due to working capital changes including reduction in other current liabilities (₹812.04 lakhs) and increase in inventories (₹227.52 lakhs). Investing activities showed negative ₹260.54 lakhs due to movement in loans and advances. The company held non-current investments totaling ₹4,617.50 lakhs, including significant investments in Emirates Holding FZ LLC (₹2,529.34 lakhs) and Capital Square Financial Services Private Limited (₹1,000.02 lakhs).
Dividend Declaration and AGM
The Board recommended a final dividend of ₹0.35 per equity share for FY26, a substantial increase from ₹0.12 per share in the prior year, with total payout of approximately ₹22.97 lakhs. The 42nd Annual General Meeting is scheduled for September 10, 2026, to be held via video conferencing, with record date for dividend set for September 3, 2026. The AGM will consider adoption of financial statements, dividend declaration, director re-appointments, and alteration of memorandum of association.
Business Expansion and Subsidiaries
Rose Merc expanded its portfolio through strategic investments in subsidiaries including Virtual Gain Technologies (fintech) and Emirates Holding FZ LLC, and acquired a bungalow in Lonavala valued at ~₹1.3 crore for hospitality business. The company has 8 subsidiaries and 5 associates, with Emirates Holding FZ LLC and Virtual Gain Technologies identified as material subsidiaries. Key business developments include sports management (Navi Mumbai Premier League), fashion (Emirates Luxury Fashion Show), and new initiatives in fintech through partnerships.
Corporate Governance and Compliance
The company maintained adequate internal financial controls with no material weaknesses observed. Secretarial and statutory audit reports contained no qualifications, though the company paid penalties of ₹1,40,000 to BSE for regulatory non-compliances. Management changes included Ms. Vaishali Parkar Kumar's redesignation to Managing Director & CFO and multiple director appointments/resignations during the year.
ESOP Schemes and Related Parties
The company has three ESOP schemes in force with significant options outstanding (RML ESOP 2023: 10,00,000 options; RML ESOP II 2023: 41,71,000 options; RML ESOP 2024: 50,00,000 options). All related party transactions were in ordinary course of business at arm's length basis with no materially significant transactions requiring special disclosure.