AGM Details

The 64th Annual General Meeting will be held on Friday, August 28, 2026 at 3:30 PM through Video Conferencing/Other Audio Visual Means with virtual presence of shareholders.

Business to be Transacted

1. To receive, consider and adopt the Annual Audited Financial Statements for FY ended March 31, 2026, including Statement of Profit and Loss, Balance Sheet, Cash Flows, Changes in Equity, and Reports of Directors and Auditors

2. To appoint Mr. Sanjay Krishna Ramamurthi (DIN: 08730627) as Director who retires by rotation and is eligible for re-appointment

Financial Performance Highlights (FY 2025-26)

  • Revenue from operations: ₹662.73 lakhs
  • Other income: ₹24.33 lakhs
  • Total income: ₹687.06 lakhs
  • Finance cost: ₹196.43 lakhs
  • Depreciation and amortization: ₹121.33 lakhs
  • Profit before tax from continuing operations: ₹172.41 lakhs
  • Tax expense: ₹399.12 lakhs
  • Loss from continuing operations: ₹(226.71) lakhs
  • Loss from discontinued operations: ₹(1,413.94) lakhs
  • Other comprehensive income: ₹0.56 lakhs
  • Total comprehensive loss for the year: ₹(1,640.09) lakhs
  • Basic and diluted EPS: ₹(2.98) per share

Capital Structure

  • Issued, subscribed and paid-up share capital: ₹550.00 lakhs (5.5 crore equity shares of ₹1 each)
  • No change in capital structure during the year
  • No fresh issue of shares during the year

Dividend

No dividend recommended for FY 2025-26 due to losses incurred.

Strategic Business Update

The company has discontinued its textiles business and is now focusing on rental business and real estate services:

  • Leased out certain properties at SUPER SARA unit generating significant rental revenue
  • Transferred land parcel at registered office to Mr. Sumanth Ramamurthi against loan extended by director
  • Seeking joint development agreements for land parcels in Coimbatore and Hindupur
  • Actively pursuing leasing of Super B Unit after infrastructure restructuring

Key Corporate Actions

Postal Ballots Conducted during FY 2025-26:

1. July 23, 2025: Approval to sell/lease/dispose land and building at Elgi Towers, Coimbatore (Special Resolution) - Approved with 100% votes in favor

2. October 2, 2025: Approval for sale of land to Mr. Sumanth Ramamurthi (17.14 cents) and Elgi Electric and Industries Limited (4.28 cents) (Ordinary Resolutions) - Both approved with 55.20% votes in favor

3. March 7, 2026: Approval to enter into joint development or sell certain immovable properties (Special Resolution) - Approved with 100% votes in favor

Regulatory Compliance Issues

Noted by Auditors:

1. Delay in submitting integrated filing (financial results and related party transactions) to stock exchanges beyond prescribed timeline

2. Belated reporting of certain events under Regulation 30 of Listing Regulations

3. Non-submission of declaration regarding unmodified opinion in audit report while publishing annual results

Internal Control Issues:

1. Accounting software (Tally) does not have audit trail feature at database level

2. Payroll and PPE software does not have audit trail facility

3. Unable to verify preservation of audit trail as per statutory requirements

Related Party Transactions

Material related party transactions approved by shareholders:

  • Execution of sale agreement with Mr. Sumanth Ramamurthi for property sale up to ₹7 crores
  • Execution of sale agreement with Elgi Electric and Industries Limited for property sale up to ₹2 crores
  • All transactions stated to be at arm's length basis

Director Information

Mr. Sanjay Krishna Ramamurthi (Director seeking re-appointment):

  • Date of Birth: November 1, 1996 (29 years)
  • Qualification: B.A. (Hons) in International Business from Hull University, UK
  • Experience: Associated with company since 2020, knowledge in finance and technology
  • Shareholding: 40,00,000 equity shares (7.27%)
  • Directorships in other companies: 4 companies including Super Sara Textiles Limited, Sara Elgi Industries Limited
  • No remuneration drawn

Auditors

Statutory Auditors: CSK Prabhu and Co LLP (FRN: 002485S/S000197) - Appointed for 5 years till AGM of FY 2027

Secretarial Auditors: MDS & Associates LLP (LLPIN: ABZ 8060) - Appointed for 5 years till AGM of FY 2030

Employee Information

  • 5 employees on roll as of March 31, 2026
  • No complaints received under Vigil Mechanism/Whistle Blower policy
  • No complaints of sexual harassment received during the year

Shareholding Pattern (as of March 31, 2026)

  • Promoters and promoters group: 42.80%
  • Public: 53.39%
  • Bodies Corporate: 2.41%
  • Foreign Institutional Investors/NRI/OCB: 1.39%
  • Mutual Funds: Negligible

Dematerialization Status

  • NSDL: 74.35%
  • CDSL: 23.96%
  • Physical: 1.69%

Important Dates

  • Book Closure: August 22, 2026 to August 28, 2026 (both days inclusive)
  • E-voting period: August 25, 2026 (9:00 AM) to August 27, 2026 (5:00 PM)
  • Cut-off date for e-voting: August 21, 2026