Key Quantitative Figures

  • Revenue from Operations: ₹0 lakhs (FY25: ₹0 lakhs)
  • Other Income: ₹227.12 lakhs (FY25: ₹0 lakhs)
  • Total Income: ₹227.12 lakhs (FY25: ₹0 lakhs)
  • Employee Benefit Expenses: ₹26.77 lakhs (FY25: ₹26.37 lakhs)
  • Other Expenses: ₹147.22 lakhs (FY25: ₹11.20 lakhs)
  • Profit/(Loss) before Tax: ₹53.13 lakhs profit (FY25: ₹37.58 lakhs loss)
  • Tax Expense: ₹21.06 lakhs (FY25: ₹0 lakhs)
  • Profit/(Loss) for the year: ₹32.06 lakhs profit (FY25: ₹37.58 lakhs loss)
  • Total Comprehensive Income/(Loss): ₹31.57 lakhs (FY25: ₹38.24 lakhs loss)
  • Basic and Diluted EPS: ₹0.35 (FY25: ₹-0.41)
  • Negative Net Worth: ₹378.66 lakhs (FY25: ₹410.23 lakhs)
  • Accumulated Losses: ₹1,284.66 lakhs (reduced from ₹1,316.23 lakhs)
  • Current Liabilities: ₹379.01 lakhs (FY25: ₹537.89 lakhs)
  • Current Assets: ₹0.35 lakhs (FY25: ₹0.14 lakhs)
  • Cash and Cash Equivalents: ₹0.25 lakhs (FY25: ₹0.04 lakhs)
  • Borrowings: ₹357.41 lakhs (FY25: ₹516.83 lakhs)

Dates of Action

  • 39th AGM Date: September 22, 2026 at 11:30 AM IST
  • E-voting Period: September 19, 2026 (9:00 AM) to September 21, 2026 (5:00 PM)
  • Cut-off Date for E-voting: September 11, 2026
  • Change in Management Completion: March 2026
  • Subsidiary Share Sale Completion: August 26, 2025
  • Financial Statements Date: March 31, 2026
  • Auditor's Report Date: May 20, 2026

Parties Involved

  • Stock Exchange: BSE Limited
  • Statutory Auditors: M/s Rajat Associates (FRN: 001885C)
  • Internal Auditors: M/s A S N & Company (FRN: 022977N)
  • Secretarial Auditors: M/s HSPN & Associates LLP (FRN: L2021MHE011400)
  • Bankers: Axis Bank Limited
  • Registrar & Share Transfer Agent: MCS Share Transfer Agent Limited
  • Promoter: Spice Energy Private Limited (erstwhile), Umesh Narpatchand Sanghvi and Sapna Umesh Sanghvi (new)
  • Subsidiary: SRM Energy Tamilnadu Private Limited (disposed during year)

Purpose/Rationale

The Annual Report provides comprehensive disclosure of the company's financial performance, corporate governance, and compliance with regulatory requirements for FY 2025-26.

Financial Impact

  • Profit of ₹32.06 lakhs recorded mainly due to other income of ₹227.12 lakhs which includes liability write-back of ₹223.35 lakhs from subsidiary loan waiver
  • Loss of ₹131 lakhs recognized on disposal of subsidiary investment
  • Tax expense of ₹21.06 lakhs recorded for the year
  • Negative net worth improved from ₹410.23 lakhs to ₹378.66 lakhs
  • Current liabilities reduced from ₹537.89 lakhs to ₹379.01 lakhs

Capital Structure Impact

  • Authorized Share Capital: ₹11.30 crores (1,13,00,000 equity shares of ₹10 each)
  • Paid-up Share Capital: ₹9.06 crores (90,60,000 equity shares of ₹10 each) - unchanged
  • Promoter Holding Change: Spice Energy Private Limited sold 64,50,000 shares (71.19%) to Umesh Narpatchand Sanghvi (42.72%) and Sapna Umesh Sanghvi (28.48%)

Cash Flow Implications

  • Net Cash from Operating Activities: ₹158.63 lakhs (FY25: ₹18.13 lakhs used)
  • Net Cash from Financing Activities: ₹158.42 lakhs used (FY25: ₹17.05 lakhs)
  • Net Increase in Cash: ₹0.21 lakhs (FY25: ₹1.08 lakhs decrease)

Management Commentary

The company has not conducted any effective business operations during the year. The management is focused on finding suitable business opportunities or investments while ensuring compliance with applicable laws. The change in management is expected to help revive the company.

Auditor Qualifications

Auditors issued qualified opinion citing:

1. Material uncertainty regarding going concern due to negative net worth and adverse working capital position

2. Failure to recognize impairment/diminution in value of subsidiary investment in earlier years as required under Ind AS

Subsidiary Update

The company disposed of its entire investment in wholly-owned subsidiary SRM Energy Tamilnadu Private Limited (13,20,000 equity shares of ₹10 each) to Spice Energy Private Limited for ₹1 lakh, resulting in a loss of ₹131 lakhs. The subsidiary had filed for insolvency under Section 10 of IBC 2016, with NCLAT remanding the matter back to NCLT for fresh hearing.

Changes in Board and KMP

Resignations (March 16, 2026):

  • Mr. Sharad Rastogi (Whole-time Director)
  • Mr. Vijay Kumar Sharma (Non-Executive Director)
  • Mrs. Tanu Agarwal (Independent Director)
  • Mr. Parshant Chohan (Independent Director)
  • Mr. Raman Kumar Mallick (CFO)
  • Mr. Pankaj Gupta (Company Secretary)

Appointments (March 16, 2026):

  • Mr. Umesh Narpatchand Sanghvi (Managing Director & CFO)
  • Mrs. Sapna Umesh Sanghvi (Non-Executive Non-Independent Director)
  • Mr. Gopal Ajay Malpani (Independent Director)
  • Mrs. Pooja Navnit Maheshwari (Independent Director)
  • Mr. Jitendra Rajendra Patil (Company Secretary w.e.f May 1, 2026)

Registered Office Change

The registered office was shifted from Vasant Kunj, New Delhi to Greater Kailash 2, New Delhi w.e.f March 17, 2026.

AGM Business Items

1. Adoption of audited standalone financial statements for FY 2025-26

2. Re-appointment of Mrs. Sapna Umesh Sanghvi as director retiring by rotation