Annual General Meeting Details

  • Date: Wednesday, 30th September, 2026
  • Time: 03:00 PM (IST)
  • Venue: 403, Shreya House, Parera Hill Road, Chakala, Andheri (East), Mumbai, Maharashtra, India, 400099
  • Remote e-voting period: Sunday, 27th September, 2026 at 09:00 AM to Tuesday, 29th September, 2026 at 05:00 PM
  • Cut-off date: Wednesday, 23rd September, 2026

Financial Performance Highlights (FY 2025-26)

Standalone Financials (₹ in lakhs):

  • Revenue from Operations: ₹41.37 (FY25: ₹29.76)
  • Other Income: ₹38.65 (FY25: ₹39.27)
  • Total Income: ₹80.01 (FY25: ₹69.03)
  • Profit before Tax: ₹6.63 (FY25: ₹6.32)
  • Profit after Tax: ₹6.63 (FY25: ₹6.31)
  • EPS: ₹0.16 (FY25: ₹0.16)
  • Reserves: ₹342.58 (FY25: ₹337.86)

Consolidated Financials (₹ in lakhs):

  • Revenue from Operations: ₹1,576.01 (FY25: ₹1,381.01)
  • Other Income: ₹10.72 (FY25: ₹42.86)
  • Total Income: ₹1,586.74 (FY25: ₹1,423.87)
  • Profit before Tax: ₹51.67 (FY25: ₹47.16)
  • Profit after Tax: ₹48.10 (FY25: ₹84.78)
  • EPS: ₹1.18 (FY25: ₹2.08)
  • Reserves: ₹205.54 (FY25: ₹146.50)

Business Overview

The company is evolving its business across semiconductor manufacturing, Outsourced Semiconductor Assembly and Test (OSAT), technology solutions and digital automation. Significant progress was made in strategic foray into semiconductor sector through subsidiary Sancode Semi Private Limited, focusing on developing OSAT manufacturing business in Odisha.

AGM Agenda Items

Ordinary Business:

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

2. Appointment of Mr. Mukeshkumar Devichand Jain (DIN: 09740925) as Non-Executive Director liable to retire by rotation

Special Business:

3. Approval of remuneration to directors exceeding overall managerial remuneration limit under Section 197 of Companies Act 2013

  • Managing Director Mr. Mihir Deepak Vora may receive remuneration up to ₹12,00,000 per annum in case of absence/inadequacy of profits
  • Aggregate managerial remuneration may exceed 11% of net profits

4. Approval for material related party transactions with Sancode Electronics Private Limited

  • Maximum amount of ₹2 crore for FY 2026-27
  • Transactions include investment through equity shares, debt, financial instruments, inter-corporate loans
  • Sancode Electronics is a subsidiary company incorporated on 15th April, 2026

Capital Structure Changes

  • Authorized share capital increased from ₹6.5 crore to ₹10 crore during FY26
  • Issued and paid-up share capital: ₹4,06,88,670 divided into 40,68,867 shares of ₹10 each
  • Preferential allotment of 11,11,111 convertible warrants on 19th August 2025
  • Preferential allotment of 23,25,582 convertible warrants to promoters and non-promoters on 26th February 2026

Subsidiary Companies

1. ZNL Management LLP (99.99% holding)

2. Zsolt Ventures LLC (100% holding)

3. Sanfin Technologies Private Limited (51.00% holding)

4. Sancode Semi Private Limited (100% holding, incorporated 22nd September 2025)

Corporate Developments

  • Sancode Electronics Private Limited incorporated and became subsidiary on 15th April 2026
  • Allotment of 11,11,111 equity shares at ₹54 per share pursuant to warrant conversion on 16th May 2026
  • Received intimation regarding allotment of 4,00,000 equity shares in Sancode Semi through rights issue on 1st July 2026
  • Allotment of 23,25,582 convertible warrants at ₹172 each on preferential basis on 16th July 2026
  • Allotment of 22,75,582 equity shares at ₹172 per share pursuant to warrant conversion on 24th July 2026

Semiconductor Business Initiative

  • Sancode Semi received in-principle approval from Government of Odisha for proposed OSAT unit in Khordha district
  • Approval received for allotment of industrial land at Infovalley-II, Khorda, Odisha for proposed facility
  • Project remains at development and planning stage, not commenced commercial production

Board Composition and Changes

  • Mr. Narendra Gupta resigned as Company Secretary effective 2nd December 2025
  • Mr. Ramraj Singh Thakur appointed as Company Secretary effective 26th February 2026

Dividend and Reserves

No dividend recommended for FY 2025-26 to conserve resources for future growth. Profits not transferred to reserves.