AGM Details

  • Meeting Date: Tuesday, 22nd September 2026 at 3:00 PM IST
  • Mode: Video Conferencing/Other Audio-Visual Means (VC/OAVM)
  • Cut-off date for voting: Tuesday, 15th September 2026
  • Remote e-voting period: 19th September 2026 (9:00 AM) to 21st September 2026 (5:00 PM)
  • Scrutinizer: CS Govil Rathi, Practicing Company Secretary

Business Items for AGM

Ordinary Business

1. Adoption of Financial Statements: To consider and adopt audited Standalone and Consolidated Financial Statements for FY ended 31st March 2026 with Reports of Board and Auditors

2. Re-appointment of Director: Mr. Mayur Durga Sing Rathod (DIN: 10289724) retires by rotation and seeks re-appointment

Special Business

3. Re-appointment of Managing Director: Re-appointment of Mr. Sachhin Gajjaer (DIN: 06688019) as Managing Director for 3 years from 28th May 2026 to 27th May 2029 with remuneration:

  • Salary: ₹7,00,000 per month from 1st April 2026
  • Performance incentive: 3% of net profit as determined by Board
  • Perquisites: Medical reimbursement, LTC, club fees, personal accident insurance, gratuity, superannuation, provident fund, earned leave, car with chauffeur
  • Minimum remuneration payable in case of losses/inadequate profits

4. Re-appointment of Whole Time Director: Re-appointment of Mrs. Ronak Sachin Gajjar (DIN: 07737921) as Whole-Time Director for 3 years from 23rd September 2026 to 22nd September 2029

5. Variation of IPO Objects: Approval for utilization of unutilized IPO proceeds of approximately ₹3,32,08,000 (earmarked for Business Expansion Cost) towards acquisition of fixed assets including new office premises

6. ESOP Scheme 2026: Approval of Sattrix ESOP Scheme 2026 with maximum aggregate value of Equity Shares of ₹47,34,86,253.90

Financial Performance Highlights (Standalone)

FY 2025-26 vs FY 2024-25

  • Revenue from Operations: ₹5,876.41 Lakhs vs ₹4,392.09 Lakhs (33.79% increase)
  • Other Income: ₹73.55 Lakhs vs ₹43.28 Lakhs
  • Total Revenue: ₹5,949.95 Lakhs vs ₹4,435.37 Lakhs
  • Total Expenses: ₹4,734.11 Lakhs vs ₹3,827.66 Lakhs
  • Profit Before Tax: ₹1,215.84 Lakhs vs ₹607.71 Lakhs (100.07% increase)
  • Tax Expense: ₹332.46 Lakhs vs ₹183.44 Lakhs
  • Profit After Tax: ₹883.39 Lakhs vs ₹424.27 Lakhs (108.21% increase)
  • Basic EPS: ₹11.90 vs ₹6.57

Consolidated Financials (FY 2025-26)

  • Revenue from Operations: ₹6,083.44 Lakhs
  • Profit Before Tax: ₹1,125.15 Lakhs
  • Profit After Tax: ₹807.53 Lakhs
  • Basic EPS: ₹11.10

Capital Structure Changes

  • Authorized Share Capital: Increased from ₹7.50 Cr to ₹30.00 Cr
  • Paid-up Share Capital: ₹11.34 Cr as on 31st March 2026 (1,13,48,379 equity shares of ₹10 each)
  • Share Issuance: Allotted 45,48,379 equity shares at ₹347 per share under share swap arrangement for acquisition of Sattrix Software Solutions Private Limited at swap ratio of 379:1
  • 100% shares held in dematerialized form

Subsidiaries and Investments

Wholly Owned Subsidiaries

1. Sattrix Information Security Inc (USA) - 100% holding

2. Sattrix Information Security DMCC (UAE) - 100% holding

Joint Venture

3. Sattrix Information Security SDN BHD (Malaysia) - 51% holding

Investment Details

  • Investment in Sattrix Software Solutions Pvt Ltd: ₹15,782.88 Lakhs
  • Other subsidiary investments: ₹13.13 Lakhs

Key Operational Metrics

Financial Ratios (Standalone)

  • Current Ratio: 1.97 Times (2.29 Times previous year)
  • Debt-Equity Ratio: 0.02 Times (0.05 Times previous year)
  • Return on Equity: 7.45% (17.87% previous year)
  • Net Profit Ratio: 15.03% (9.66% previous year)

Employee Strength

  • Total employees: 207 as on 31st March 2026

Fraud Disclosure

Advance to Vendors of ₹1,41,40,000 involving alleged government project found to have forged documentation:

  • Paid to Mr. V.V. Satyanarayana Oduri (Satish): ₹45,00,000
  • Paid to Data Technophile Pvt Ltd: ₹96,40,000 (later transferred to Mr. Oduri)
  • FIR No. 67/2025 registered by Central Crime Station, Hyderabad
  • Mr. Oduri arrested, investigation ongoing
  • No provision made as management believes amount is recoverable

Corporate Governance

Board Composition

  • 5 Directors: 2 Executive, 2 Non-Executive Independent, 1 Non-Executive Non-Independent
  • Board Meetings: 12 meetings held during FY 2025-26

Key Committees

1. Audit Committee: 6 meetings held

2. Nomination and Remuneration Committee: 1 meeting held

3. Stakeholders' Relationship Committee: 1 meeting held

4. CSR Committee: 1 meeting held

Key Managerial Personnel

1. Mr. Sachhin Kishorbhai Gajjaer - Chairman & Managing Director

2. Mrs. Ronak Gajjar - Whole-Time Director and CFO

3. Mr. Pushpendra Kushwaha - Company Secretary & Compliance Officer

Statutory Auditors

  • M/s. A N Ruparel & Co, Chartered Accountants (FRN: 113413W)
  • Appointed for 5 years from 11th AGM to 16th AGM
  • Unmodified audit opinion

Secretarial Auditor

  • M/s Govil Rathi & Associates, Company Secretary in Practice
  • No qualifications in secretarial audit report

Internal Auditor

  • M/s. Y K Shah & Associates, Chartered Accountants

CSR Activities

  • Required CSR Spend: ₹9.92 Lakhs (2% of average net profit)
  • Actual CSR Spend: ₹15.67 Lakhs (excess of ₹5.74 Lakhs)
  • Activities: Rural development, providing food items to poor families, medical health care, activities under Swachh Bharat Abhiyan
  • Implementing Agency: Jay Harihar Krupa Foundation

Other Significant Disclosures

  • IPO Proceeds: Unutilized amount of ₹3.32 Cr to be reallocated to fixed assets acquisition
  • ESOP Scheme 2026: Maximum aggregate value of ₹47.34 Cr approved
  • Foreign Exchange Earnings: ₹728.67 Lakhs (FY25: ₹145.50 Lakhs)
  • Foreign Exchange Outgo: ₹54.61 Lakhs (FY25: ₹75.98 Lakhs)
  • Pending Litigation: GST payable of ₹13.28 Lakhs for March-2023
  • Bank Borrowings: Working capital facilities from Axis Bank/ICICI Bank secured by current assets and director guarantees