Key Decisions Approved

1. Financial Results: Approved audited standalone and consolidated financial results for the quarter and financial year ended March 31, 2026.

2. Management Changes:

  • Accepted resignation of Mr. Hiren Vala as Company Secretary and Compliance Officer
  • Appointed Ms. Aditi Pai as Company Secretary and Compliance Officer effective July 13, 2026

3. Director Reappointments:

  • Reappointed Mr. Harish Sheth as Chairman & Managing Director for 3 years effective January 1, 2027
  • Reappointed Mr. Udit Harish Sheth (DIN: 00187221) as Vice Chairman and Executive Director for 3 years effective May 1, 2026
  • Reappointed Mrs. Urja Shah (DIN: 02675341) as Whole-time Director for 3 years effective November 11, 2026

Financial Results Highlights (Standalone)

Income Statement (₹ lakhs):

  • Q4 FY26: Total Income: 103; Profit before tax: 8,374; Profit after tax: 8,374
  • Q4 FY25: Total Income: 57; Profit before tax: 16; Profit after tax: 16
  • FY26: Total Income: 642; Profit before tax: 8,507; Profit after tax: 8,507
  • FY25: Total Income: 273; Loss before tax: (350); Loss after tax: (130)

Exceptional Items: ₹8,290 lakh reversal of provision for diminution in investment in Lava Cast Private Limited subsidiary

Earnings Per Share (₹):

  • Q4 FY26: Basic & Diluted: 6.27
  • FY26: Basic & Diluted: 6.36
  • FY25: Basic & Diluted: (0.10)

Balance Sheet (March 31, 2026):

  • Paid-up equity share capital: ₹2,675 lakh (Face value ₹2 per share)
  • Other equity: ₹13,219 lakh
  • Total assets: ₹23,633 lakh
  • Total liabilities: ₹7,738 lakh

Key Subsidiary Transactions

1. Lava Cast Private Limited Merger:

  • Boards approved draft Scheme of Merger by Absorption of LCPL into Setco Automotive on March 23, 2026
  • Appointed date: March 23, 2026
  • Subject to NCLT and regulatory approvals
  • No accounting effect given in FY26 results

2. Setco Auto Systems Private Limited Divestment:

  • Board approved phased divestment of 100% equity in SASPL to RSB Transmissions (I) Limited on March 28, 2026
  • Definitive agreements executed March 29, 2026
  • As of March 31, 2026: Company held 710,000 equity shares (65% of SASPL)
  • First closing completed May 27, 2026: SASPL ceased to be subsidiary
  • Final purchase consideration for ~41% stake: ~₹215 crore
  • Deferred consideration of up to ₹71 crore for first tranche
  • Consideration of up to ₹255 crore for residual shares to be completed by August 31, 2027

Audit Report Details

Standalone Financials: Unmodified opinion by Sharp & Tannan Associates

Consolidated Financials: Modified opinion due to:

  • Qualified opinion basis for WEW Holding Limited subsidiary
  • Material uncertainty related to going concern for multiple subsidiaries

SEBI Order Disclosure

  • SEBI order dated February 5, 2026 restrained Promoter Directors from dealing in securities market for 2 years
  • Levied monetary penalties on Promoter Directors and former CEO
  • Order stayed by Securities Appellate Tribunal interim order dated May 7, 2026 subject to payment of monetary penalties

Dividend Declaration

  • Interim dividend of ₹13 per equity share (650%) declared May 26, 2026 for FY2026-27
  • Record date: June 2, 2026; Payment date: June 11, 2026
  • No liability recognized at March 31, 2026 reporting date

Related Party Relationships

  • Mr. Harish Sheth is father of Mr. Udit Sheth and Mrs. Urja Shah
  • Mr. Udit Sheth and Mrs. Urja Shah are siblings

Board Meeting Details

  • Commenced: 11:30 AM
  • Concluded: 3:30 PM
  • Duration: 4 hours