Key Board Meeting Outcomes

The Board of Directors meeting, held on May 27, 2026 (from 07:11 P.M. to 07:40 P.M. IST), approved the following matters:

1. Audited Financial Results: Approved the Audited Financial Results (Standalone and Consolidated) for the quarter and financial year ended March 31, 2026. The Statutory Auditors, Bhattacharya Das & Co., issued an unmodified opinion on these results.

2. Appointment of KMP: Appointed Ms. Kashish Kesharwani (ICSI Membership No.: A79915) as the Company Secretary and Compliance Officer (Key Managerial Personnel), effective May 27, 2026.

3. Updated KMP List: Approved an updated list of Key Managerial Personnel (KMP) authorized to determine materiality of events under Regulation 30(5). The authorized persons are Mr. Saket Agarwal (MD & CEO), Mr. Raj Manek (Whole-time Director & CFO), and Ms. Kashish Kesharwani (Company Secretary).

4. Subsidiary Funding: Approved further infusion of funds not exceeding ₹5 Crore into Starport Logistics Limited (a wholly owned subsidiary), via subscription to securities or loans, in one or more tranches.

5. Subsidiary Investment: Approved an investment of up to ₹1.60 Crore into Kandla Container Terminal Private Limited (KCTPL, a wholly owned subsidiary) by subscribing to securities to convert existing outstanding dues payable by KCTPL.

Detailed Financial Performance (Standalone)

Profit & Loss (Year Ended March 31, 2026)

  • Net Loss before tax: ₹(863.57) Lakh
  • Total Tax Expense: ₹(14.34) Lakh
  • Net Loss after tax: ₹(579.70) Lakh
  • Earnings Per Share (Basic/Diluted): ₹(3.75)

Balance Sheet (As at March 31, 2026)

  • Total Assets: ₹11,794.38 Lakh (Previous Year: ₹12,793.16 Lakh)
  • Equity Share Capital: ₹1,496.69 Lakh (Previous Year: ₹1,196.69 Lakh)
  • Other Equity: ₹7,195.22 Lakh (Previous Year: ₹6,858.79 Lakh)
  • Total Equity: ₹8,691.91 Lakh (Previous Year: ₹8,055.48 Lakh)
  • Total Liabilities: ₹3,102.46 Lakh (Previous Year: ₹4,737.68 Lakh)

Cash Flow (Year Ended March 31, 2026)

  • Net Cash from Operating Activities: ₹(527.80) Lakh
  • Net Cash from Investing Activities: ₹250.74 Lakh
  • Net Cash from Financing Activities: ₹368.04 Lakh
  • Net Increase in Cash: ₹90.99 Lakh
  • Cash & Equivalents at Year-End: ₹267.36 Lakh

Detailed Financial Performance (Consolidated)

Profit & Loss (Year Ended March 31, 2026)

  • Net Loss before tax: ₹(1,307.94) Lakh
  • Total Tax Expense: ₹(35.82) Lakh
  • Net Loss after tax: ₹(1,343.76) Lakh
  • Earnings Per Share (Basic/Diluted): ₹(8.56)

Balance Sheet (As at March 31, 2026)

  • Total Assets: ₹11,782.83 Lakh (Previous Year: ₹11,867.87 Lakh)
  • Equity Share Capital: ₹1,496.69 Lakh
  • Total Equity: ₹6,755.54 Lakh (Previous Year: ₹6,598.25 Lakh)
  • Total Liabilities: ₹5,027.28 Lakh (Previous Year: ₹5,269.62 Lakh)

Auditor's Emphasis of Matter (Key Highlights)

The Statutory Auditors included an unmodified opinion but drew attention to the following matters:

1. Investment in SWPL: The company shows an investment of ₹12.01 Crore (26% equity) in South West Port Limited (SWPL). However, SWPL's financial statements reflect the company's holding at only 10%. The differential 16% has been transferred by SWPL to entities that had given advances to the company for share purchases. The company continues to carry the investment at original cost.

2. DRT Recovery Certificate: Axis Bank Ltd., a lender to subsidiary KCTPL, obtained a Recovery Certificate from the Debt Recovery Tribunal (DRT), Mumbai, for ₹6,627.20 Lakh based on a Shortfall Undertaking furnished by Starlog Enterprises. This certificate is under challenge in an appeal filed by the company before the DRAT, Mumbai. The matter is sub-judice.

3. Preferential Allotment: The company raised ₹1,500 Lakh in Q1 FY26 by issuing 30,00,000 equity shares at ₹50 per share (including a ₹40 premium) on a preferential basis.

4. (Consolidated) Missing Financials: The company did not receive financial statements from associates South West Port Limited and Alba Asia Pvt Ltd for the period ended March 31, 2026. The financial impact is unascertainable.

5. (Consolidated) KCTPL Matters: Highlighted a service tax payable of ₹251.87 Lakh (net of input credit) where the credit may not be available, and noted that Cumulative Compulsorily Convertible Preference Shares (CCPS) of ₹1,000 Lakh issued by KCTPL, due for conversion by October 2016, are still not converted.

Other Key Disclosures

  • Segment Reporting: The company operates in one reportable segment.
  • Preferential Allotment: 30,00,000 equity shares of face value ₹10 were allotted at ₹50 per share, ranking pari-passu with existing shares.
  • Exceptional Items: The standalone loss includes exceptional items related to writing back excess GST/TDS liabilities, writing off advances/receivables, and de-recognition of MAT credit.
  • Declaration: A separate declaration confirms the statutory auditors issued an unmodified opinion on the financial results.

Investment in Kandla Container Terminal Pvt. Ltd. (KCTPL) Details

  • Investment Amount: Up to ₹1.60 Crore
  • Instrument: 16,00,000 equity shares of ₹10 each, at par.
  • Consideration: Conversion of existing outstanding dues (working capital advances) from KCTPL to the company.
  • Impact: No change in shareholding; KCTPL remains a wholly-owned subsidiary.
  • Target Entity: KCTPL is in the Port Services business. It reported nil turnover for the last three financial years. It was incorporated on June 12, 2006.
  • Timeline: Expected completion within 15 days.

Funding in Starport Logistics Limited Details

  • Investment Amount: Not exceeding ₹5 Crore
  • Instrument: Subscription to securities and/or loans (convertible or otherwise).
  • Target Entity: Wholly-owned subsidiary of the company.