Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Meeting Details

  • Date: Monday, September 21, 2026
  • Time: 1200 Hours IST
  • Location: Through Video Conferencing (VC)/Other Audio-Visual Means (OAVM)
  • Type: Annual General Meeting
  • Deemed Venue: Registered Office at Shipping House, 245, Madame Cama Road, Nariman Point, Mumbai - 400021

Proposed Resolutions and Implications

Ordinary Business:

1. Adoption of Financial Statements: To receive, consider and adopt the Audited Standalone Financial Statements for FY 2025-26 together with Reports of Board of Directors and Auditors, including C&AG comments.

2. Declaration of Dividend: To approve and declare dividend of ₹0.55 per equity share of ₹10 each for FY 2025-26, amounting to approximately ₹25.62 crore.

3. Re-appointment of Director: To re-appoint Shri Venkatesapathy S. (DIN: 07407879) who retires by rotation.

4. Auditor Remuneration: To authorize Board to fix remuneration of Statutory Auditors for FY 2026-27 based on Audit Committee recommendations.

Special Business:

5. Appointment of Director (Finance): To appoint Shri Nitin Khamesra (DIN: 09595247) as Director (Finance) who was appointed as Additional Director effective March 11, 2026.

Key Governance Disclosures and Non-Compliances

The Corporate Governance Report discloses significant non-compliances with SEBI LODR regulations:

  • The Board was not properly constituted as required under Regulation 17(1) during the review period
  • The company did not have requisite number of Independent Directors (required 50% of board strength)
  • No Woman Independent Director was appointed as mandated
  • Audit Committee was not properly constituted due to absence of independent directors
  • Nomination and Remuneration Committee was not duly constituted
  • Stakeholders Relationship Committee was not properly constituted during specific periods
  • Risk Management Committee was not properly constituted during 01/04/2025-14/04/2025
  • No meeting of Independent Directors was held as required under Regulation 25(3)

Penalties Imposed

BSE and NSE levied penalties totaling ₹15.87 lakh (including GST) for various quarters due to regulatory non-compliances. The company has requested waivers for these penalties, citing its status as a Government Company where appointments are made by competent authorities.

Financial Performance and Dividend Information

Financial Performance (₹ in Lakhs):

| Particulars | 2025-26 | 2024-25 |

| Operating Earnings | 2,330 | 1,830 |

| Interest Income | 8,347 | 8,505 |

| Total Earnings | 10,677 | 10,335 |

| Profit after Tax | 2,882 | (18,938) |

Dividend Information:

  • Recommended Dividend: ₹0.55 per share (5.5%)
  • Total Dividend Amount: ₹25.62 crore
  • Record Date: September 4, 2026
  • Payment: Electronic mode only within 30 days of AGM approval

Fees to Statutory Auditors:

| Particulars | Amount (₹ lakhs) |

| Audit fees | 1.50 |

| Certification Work | 0.80 |

| Total | 2.30 |

Asset Portfolio and Business Activities

The company holds significant real estate assets including 159 Flats in Mumbai, 15 Flats in Kolkata, Shipping House properties in Mumbai and Kolkata, and MTI Powai.

Maritime Training Institute Activities

  • Conducted 211 courses training 3,674 seafarers in FY 2025-26
  • Signed MoU with Synergy Marine Group for maritime training collaboration
  • Signed MoU with Vadhvan Port Project for GP Rating Pre-Sea Training
  • Signed MoU with NBCC for infrastructure upgradation at MTI Powai
  • ISO 9001:2015, ISO 14001:2015, and ISO 45001:2018 certified

Demat Suspense Account Details

In accordance with Regulation 34(3) and Part F of Schedule V to SEBI Listing Regulations:

| Particulars | No. of Shareholders | No. of Equity Shares |

| Opening balance (01/04/2025) | 189 | 47,408 |

| Shareholders approached for transfer | 6 | 4,700 |

| Shares transferred | 5 | 4,650 |

| Closing balance (31/03/2026) | 184 | 42,758 |

The company had transferred 92,071 equity shares to Suspense Escrow Account on 24/05/2023 which bounced back during corporate action process. Voting rights on these shares remain frozen.

CSR Activities

  • CSR allocation: ₹91.88 lakhs for FY 2025-26
  • CSR expenditure: ₹1.59 lakhs during the year
  • Focus areas: Healthcare, Education, and Swachh Bharat

Voting Process and Methods

  • Remote e-Voting Period: September 17, 2026 (9:00 AM) to September 20, 2026 (5:00 PM)
  • Cut-off Date: September 14, 2026
  • Voting Service Provider: NSDL
  • Methods Available: Remote e-Voting before meeting and e-Voting during AGM proceedings
  • Scrutinizer: M/s Mehta and Mehta, Company Secretaries (Ms. Ashwini Mohit Inamdar and Ms. Alifya Sapatwala)
  • VC/OAVM Access: Available 1 hour before scheduled AGM, limited to 1000 members on first-come-first-served basis

Compliance with Laws and Regulations

The company confirms compliance with applicable laws while acknowledging specific SEBI LODR non-compliances due to delayed government appointments of directors.