Annual General Meeting Details

  • Meeting Date: September 30, 2026 at 11:30 AM IST
  • Mode: Video Conferencing / Other Audio-Visual Means
  • Cut-off Date: September 23, 2026 for voting rights
  • Remote e-voting Period: September 27, 2026 (9:00 AM) to September 29, 2026 (5:00 PM)
  • Scrutinizer: Mr. Shravan A. Gupta, Practicing Company Secretary (CoP No. 9990)

AGM Agenda Items

Ordinary Business:

1. Adoption of audited financial statements for FY 2025-26

2. Re-appointment of Mr. Rameshchandra Chechani (DIN: 05179363) as Non-Executive Director retiring by rotation

3. Appointment of M/s. Walker Chandiok & Co LLP as Statutory Auditors for 5 years from conclusion of 79th AGM till 84th AGM in 2031, with remuneration of ₹4,00,000 for FY26-27 (excluding taxes), subject to 6% annual escalation

Special Business:

4. Re-appointment of Ms. Ritika Bhalla (DIN: 09668373) as Independent Director for second term of 5 years from July 22, 2027 to July 21, 2032

5. Re-appointment of Mr. Jinesh Shah (DIN: 08847375) as Independent Director for second term of 5 years from July 22, 2027 to July 21, 2032

6. Reclassification of promoter entities to public category: Continuous Forms (Calcutta) Limited (53,985 shares, 1.71%), N P S Shinh (14,955 shares, 0.47%), and Manita Shinh (3,150 shares, 0.10%) totaling 72,090 shares (2.28%)

Financial Highlights (₹ in lakhs)

| Particulars | 2025-26 | 2024-25 |

| Revenue from operations | - | - |

| Other income | 35.51 | 46.64 |

| Total Income | 35.51 | 46.64 |

| Profit/(Loss) before tax | 9.96 | 4.01 |

| Tax Expenses | - | (344.00) |

| Profit/(Loss) for the year | 9.96 | (339.99) |

| Basic EPS (₹) | 0.32 | (10.79) |

Key Financial Position (as of March 31, 2026)

  • Total Assets: ₹137.14 lakhs (Previous: ₹227.04 lakhs)
  • Non-Current Assets: ₹120.65 lakhs (Advance Income Tax net)
  • Current Assets: ₹16.49 lakhs (Cash: ₹12.33 lakhs)
  • Borrowings: ₹1,366.45 lakhs (from related parties, unsecured)
  • Current Liabilities: ₹7.41 lakhs
  • Equity Share Capital: ₹315.00 lakhs (31,50,000 shares of ₹10 each)
  • Retained Earnings: (₹1,555.48) lakhs

Promoter Reclassification Details

  • BSE Approval: No-objection letter received dated August 12, 2026 (Ref: LIST/COMP/KR/170/2026-27)
  • Current Promoter Holding: 74.99% before reclassification
  • Post-reclassification Holding: 72.70% (Lodha Developers Limited only)
  • Public Holding Increase: From 25.01% to 27.30%
  • Conditions Met: Outgoing promoters confirm compliance with Regulation 31A(3)(b) conditions including <10% voting rights, no control, no special rights, no board representation, no KMP position

Auditor Change

  • Retiring Auditor: MSKA & Associates LLP (completed two consecutive terms)
  • New Auditor Proposed: Walker Chandiok & Co LLP (Firm Registration No. 001076N/N500013)
  • Remuneration: ₹4,00,000 for FY26-27 versus ₹4,00,000 paid to MSKA for FY25-26
  • Selection Process: Fair tender process followed by comprehensive assessment

Director Profiles

  • Mr. Rameshchandra Chechani: Chartered Accountant with 30+ years experience, joined Lodha in 2008
  • Ms. Ritika Bhalla: Company Secretary with 7+ years experience in corporate law compliance
  • Mr. Jinesh Shah: Chartered Accountant with 18+ years experience in audit and taxation

Corporate Governance

  • Board Composition: 4 directors (2 non-executive, 2 independent, 1 woman director)
  • Board Meetings: 5 meetings held in FY26 with 100% attendance by all directors
  • Key Managerial Personnel: Mr. Vikas Jain (CEO), Mr. Sandeep Lakhotia (CFO from Jan 20, 2026), Mr. Abhijeet Shinde (Company Secretary)
  • Committee Meetings: Audit Committee (5 meetings), NRC (3 meetings), Stakeholders' Relationship Committee (1 meeting)

Operational Status

  • No business operations since project completion in Hyderabad in 2018
  • No plans to undertake new business activities
  • All employees deputed from holding company Lodha Developers Limited
  • Withdrawn from merger scheme with Lodha Developers Limited on August 11, 2025

Shareholding Pattern

  • Lodha Developers Limited: 22,89,981 shares (72.70%)
  • Public Shareholding: 27.30% post-reclassification
  • Physical Share Dematerialization: Mandatory since April 1, 2019 with special re-lodgement window until February 4, 2027

Other Material Information

  • Dividend: No dividend recommended for FY26
  • Internal Financial Controls: Adequate and operating effectively per auditor's report
  • Related Party Transactions: Loans from Lodha Developers Limited at nil interest rate
  • Contingent Liabilities: None reported
  • Going Concern: Financial statements prepared on going concern basis