AGM Details

  • Date & Time: September 14, 2026 at 10:20 AM IST
  • Venue: Through Video Conferencing/Other Audio-Visual Mechanism
  • Book Closure: September 7, 2026 to September 14, 2026 (both days inclusive)

Financial Performance Highlights (₹ in Lakhs)

| Particulars | 2025-26 | 2024-25 | 2023-24 | 2022-23 | 2021-22 |

| Sales | 628.00 | 786.42 | 1,200.41 | 1,116.46 | 948.68 |

| PBIDT | 118.33 | (402.89) | (115.86) | 1,090.40 | (89.63) |

| Finance Cost | 505.83 | 288.48 | 257.02 | 256.12 | 121.94 |

| Net Profit/(Loss) | (2,384.11) | (2,104.70) | (1,678.74) | (308.90) | (1,276.74) |

Key Financial Observations:

  • Sales decreased to ₹628.00 lakhs from ₹786.42 lakhs in previous year
  • Company incurred net loss of ₹2,384.11 lakhs for FY 2025-26
  • Finance costs increased significantly to ₹505.83 lakhs from ₹288.48 lakhs
  • Negative net worth of ₹(4,307.31) lakhs as of March 31, 2026

AGM Agenda Items

Ordinary Business

1. Adoption of audited financial statements for FY ended March 31, 2026

2. Re-appointment of Mrs. Venkatasubramanian V Meenakshi (DIN: 10680038) who retires by rotation

Special Business

3. Approval to sell/lease/dispose of undertaking: Special resolution to sell up to 3.7 acres of land at CMDA Industrial Estate, Maraimalai Nagar

4. Increase in Authorized Share Capital: Ordinary resolution to increase from ₹60 crores to ₹90 crores

5. Rights Issue: Special resolution to issue equity shares up to ₹500 crores on rights basis

6. Borrowing Powers: Special resolution to borrow up to ₹1,000 crores

7. Creation of Charges: Special resolution to create charges on company assets for borrowings

8. Fund Raising: Special resolution to raise up to ₹500 crores through various securities

9. Redemption of Preference Shares: Ordinary resolution to redeem ₹12.95 crores preference shares held by Dr. A. C. Muthiah

10. Redemption of Debentures: Ordinary resolution to redeem ₹7 crores debentures held by Dr. A. C. Muthiah and Mrs. Devaki Muthiah

Key Operational Challenges

  • Factory Suspension: Manufacturing operations voluntarily suspended from January 14, 2026
  • Employee Resignations: Significant reduction in employee strength due to temporary factory suspension
  • Machinery Breakdown: Major plant and machinery broken down during the year, no production in Q4 FY26
  • Going Concern Issues: Material uncertainties exist regarding company's ability to continue as going concern

Audit Qualifications

Statutory auditors issued qualified opinion with following key issues:

1. Material uncertainty about going concern due to accumulated losses and negative cash flows

2. Significant reduction in employee strength creating operational uncertainty

3. Major plant machinery breakdown and production suspension

4. Trade receivables of ₹58.76 lakhs and trade payables of ₹326.98 lakhs subject to confirmation and reconciliation

Management Response to Audit Qualifications

  • Actively implementing corrective actions for capital infusion
  • Taking steps to dispose of 8.14 acres surplus lease land (Board and member approvals obtained)
  • Awaiting India Semiconductor Mission 2.0 incentive guidelines for capex subsidy
  • Pursuing low-cost debt funding for business revamping
  • Seeking potential customers for business collaborations

Capital Structure Changes

  • Current Share Capital: ₹46.1174 crores (4,61,17,443 equity shares of ₹10 each)
  • Proposed Increase: Authorized capital to be increased to ₹90 crores (7.7 crore equity shares of ₹10 each + 13 lakh preference shares of ₹100 each)

Related Party Transactions

  • Preference shares worth ₹12.95 crores held by Dr. A. C. Muthiah (Promoter) proposed for redemption
  • Debentures worth ₹7 crores held by Dr. A. C. Muthiah (₹3.5 crores) and Mrs. Devaki Muthiah (₹3.5 crores) proposed for redemption

Board and Management Changes

  • Dr. Enakshi Bhattacharya (Independent Director) resigned effective August 13, 2025
  • Mr. Nagarajan Govindan appointed as Independent Director effective August 13, 2025
  • Mr. T. Parthasarathy (CFO) removed from services on May 19, 2026

Pending Litigations

  • Several cases pending before National Company Law Tribunal (NCLT), Chennai Bench
  • Company actively engaged in addressing and resolving these matters

Internal Financial Controls

Auditors reported material weakness in internal controls over financial reporting regarding maintenance of inventory and stock records. Inventory records not properly maintained and updated on timely basis.

Dividend

No dividend declared due to insufficiency of profits during the year.

Regulatory Compliance Issues

  • Delay in submission of financial results with BSE for quarter ended December 31, 2025
  • Annual listing fees for FY 2025-26 not paid
  • Various statutory dues outstanding for more than six months including EPF, income tax, and professional tax

Future Outlook

Company expects improvement in production orders in FY 2026-27 and plans to introduce new customers from Europe & US regions. Actively pursuing business tie-ups for growth and expansion.

#Tags: #SPELSemiconductor #FY2026Results #AnnualReport #SEBIDisclosure #RegulatoryCompliance #FinancialUpdate #Negative