Financial Results Approval

The Board approved the following financial results for the quarter and year ended March 31, 2026:

Standalone Financial Results (₹ in lacs):

  • Revenue from operations: ₹2,103.65 (FY26) vs ₹1,531.09 (FY25)
  • Other income: ₹89.65 (FY26) vs ₹12.15 (FY25)
  • Total income: ₹2,193.30 (FY26) vs ₹1,543.24 (FY25)
  • Net profit: ₹71.21 (FY26) vs net loss of ₹(20.18) (FY25)
  • EPS: ₹0.70 (FY26) vs ₹(0.24) (FY25)
  • Paid-up equity share capital: ₹433.55 lacs
  • Other equity: ₹4,650.20 lacs

Consolidated Financial Results (₹ in lacs):

  • Revenue from operations: ₹2,450.06 (FY26) vs ₹1,531.09 (FY25)
  • Other income: ₹103.69 (FY26) vs ₹12.15 (FY25)
  • Total income: ₹2,553.75 (FY26) vs ₹1,543.24 (FY25)
  • Net loss: ₹(23.89) (FY26) vs net loss of ₹(20.18) (FY25)
  • EPS: ₹(0.23) (FY26) vs ₹(0.24) (FY25)

The Statutory Auditors, M/s. SDBA & Co., issued audit reports with unmodified opinions on both standalone and consolidated financial results.

Director Changes

The Board approved significant changes in the board composition based on the recommendation of the Nomination and Remuneration Committee:

Appointments (subject to shareholder approval):

1. Mr. Pintu Kanjibhai Kalavadia (DIN: 00385068) as Additional Managing Director for 5 years (May 30, 2026 to May 29, 2031)

2. Mr. Prashant Kanjibhai Kalavadia (DIN: 02170444) as Additional Executive Director for 5 years (May 30, 2026 to May 29, 2031)

3. Ms. Ekta Ankur Dholakia (DIN: 10150882) as Additional Non-Executive Independent Woman Director for 5 years

4. Mr. Pragnesh Kishorbhai Sonchhatra (DIN: 11605316) as Additional Non-Executive Independent Director for 5 years

Designation Change:

  • Mr. Deepak Bhikhalal Upadhyay (DIN: 02270389) redesignated from Managing Director to Executive Non-Independent Director

Resignations/Cessations (effective after business hours on May 30, 2026):

1. Mr. Ashish Dhirubhai Satani resigned as Chief Financial Officer

2. Mr. Savjibhai Dungarshibhai Patel (DIN: 01671461) ceased as Director

3. Mrs. Usha Savjibhai Patel (DIN: 06986525) ceased as Director

4. Mr. Hiral Jainesh Shah (DIN: 09810987) ceased as Independent Director

5. Mr. Prakashkumar Govindbhai Nakarnai (DIN: 10753235) ceased as Independent Director

New Appointment:

  • Mr. Jagdish Vijaybhai Pambhar appointed as Chief Financial Officer effective May 30, 2026

Change in Management Control and Share Purchase Agreement

The Board was informed about a change in management control pursuant to a Share Purchase Agreement dated January 30, 2026 between:

Sellers (Existing Promoters):

  • Savjibhai D Patel
  • Ushaben Savjibhai Patel

Acquirers/Proposed Promoters:

  • Pintu Kanjibhai Kalavadia (Acquirer No. 1)
  • Prashant Kanjibhai Kalavadia (Acquirer No. 2)
  • Umang Kantilal Savani (Acquirer No. 3)
  • Kalpesh Patel (Acquirer No. 4)

Transaction Details:

  • Shares transferred: 49,20,000 equity shares (11.35% of expanded voting share capital)
  • Price per share: ₹12.00
  • Total consideration: ₹5,90,40,000
  • Payment: ₹51,00,000 paid on February 10, 2026; balance ₹5,39,40,000 to be paid
  • Open offer made for up to 1,12,72,300 equity shares (26% of voting capital) at ₹12 per share

Share Allocation:

  • From Savji D Patel: 31,24,000 shares (₹3,74,88,000 consideration)
  • To Prashant Kalavadia: 12,67,969 shares (₹1,52,15,628)
  • To Pintu Kalavadia: 18,56,031 shares (₹2,22,72,372)
  • From Ushaben Patel: 17,96,000 shares (₹2,15,52,000 consideration)
  • To Prashant Kalavadia: 1,94,282 shares (₹23,31,384)
  • To Kalpesh Patel: 3,08,140 shares (₹36,97,680)
  • To Umang Savani: 12,93,578 shares (₹1,55,22,936)

Other Board Approvals

1. Appointment of Secretarial Auditor: M/s. Pooja Gala & Associates appointed as Secretarial Auditor for 5 years (FY 2026-27 to 2030-31) subject to shareholder approval

2. Location of Records: Books of accounts and statutory registers to be maintained at the corporate office at Plot NO. G-1357/58/59/60, Lodhika GIDC, Metoda, Rajkot - 360021, Gujarat

3. Registered Office Shift: Approved shifting of registered office from Mumbai to Rajkot, Gujarat, subject to shareholder and regulatory approvals

4. Borrowing Limits: Approved borrowing limits under Section 180(1)(c) of Companies Act, 2013 subject to shareholder approval

5. Mortgage/Charge Creation: Approved creation of mortgage/charge on company assets under Section 180(1)(a) subject to shareholder approval

6. Loans/Guarantees: Approved authorization for loans, guarantees, and securities under Sections 185 and 186 subject to shareholder approval

7. Related Party Transactions: Approved related party transactions under Section 188 of Companies Act and Regulation 23 of SEBI LODR for FY 2026-27 subject to shareholder approval

8. Sale of Land: Approved sale of company land at Kosmada, Taluka-Kamrej, Surat for consideration not less than ₹1,40,50,000 subject to shareholder approval

9. Postal Ballot: Approved notice for postal ballot with cutoff date of May 29, 2026 and e-voting period from June 4, 2026 to July 3, 2026

10. Scrutinizer Appointment: Appointed M/s. Aparna Tripathi & Associates as scrutinizer for e-voting process

Committee Reconstitution

The Board reconstituted the following committees:

Audit Committee:

  • Chairperson: Ms. Ekta Ankur Dholakia
  • Members: Mr. Maulik Pravinbhai Dalsaniya, Mr. Pintu Kanjibhai Kalavadia

Stakeholders Relationship Committee:

  • Chairperson: Mr. Pragnesh Kishorbhai Sonchhatra
  • Members: Ms. Ekta Ankur Dholakia, Mr. Maulik Pravinbhai Dalsaniya, Mr. Jagdishbhai Vijaybhai Pambhar

Nomination and Remuneration Committee:

  • Chairperson: Mr. Maulik Pravinbhai Dalsaniya
  • Members: Mr. Pragnesh Kishorbhai Sonchhatra, Ms. Ekta Ankur Dholakia

Meeting Details

The Board meeting commenced at 7:00 PM and concluded at 9:25 PM on May 30, 2026.

Additional Information

The company declared it is not identified as a "Large Corporate" as on March 31, 2026, with no outstanding qualified borrowings.