Key Quantitative Figures

  • Revenue from Operations: ₹0.00 lakh (FY26) vs ₹0.00 lakh (FY25)
  • Other Income: ₹0.00 lakh (FY26) vs ₹0.21 lakh (FY25)
  • Total Expenses: ₹9.94 lakh (FY26) vs ₹14.42 lakh (FY25)
  • Loss Before Tax: ₹(9.94) lakh (FY26) vs ₹(14.21) lakh (FY25)
  • Net Loss After Tax: ₹(9.94) lakh (FY26) vs ₹(14.21) lakh (FY25)
  • Basic/Diluted EPS: ₹(0.41) (FY26) vs ₹(0.58) (FY25)
  • Paid-up Share Capital: ₹243.15 lakh (24,31,500 equity shares of ₹10 each)
  • Retained Earnings: ₹(267.40) lakh (accumulated losses)
  • Cash & Cash Equivalents: ₹0.42 lakh (FY26) vs ₹0.13 lakh (FY25)
  • Loans Outstanding: ₹1.95 lakh (FY26) vs ₹1.98 lakh (FY25)

Dates of Action

  • AGM Date: 7th September 2026 at 4:00 PM via VC/OAVM
  • Board Meeting Dates: 23rd May 2025, 14th August 2025, 28th August 2025, 7th November 2025, 14th November 2025, 3rd February 2026, 2nd March 2026
  • Record Date for AGM: 31st August 2026
  • Book Closure: 4th September 2026 to 6th September 2026
  • E-voting Period: 4th September 2026 (9:00 AM) to 6th September 2026 (5:00 PM)

Parties Involved

Regulators: BSE Limited, Metropolitan Stock Exchange of India Limited, SEBI, Ministry of Corporate Affairs

Auditors:

  • Statutory Auditor: M/s. D G M S & Co. (resigned), proposed M/s. B B Gusani & Associates
  • Secretarial Auditor: M/s. Jitendra Parmar & Associates
  • Internal Auditor: M/s. B B Gusani & Associates

Share Transfer Agent: MAS Services Limited, New Delhi

Scrutinizer: Mr. Jitendra Parmar

Key Managerial Personnel:

  • Ms. Surbhi Aggarwal (Whole-time Director & CFO)
  • Mr. Rahul Sharma (Company Secretary and Compliance Officer, appointed w.e.f. 2nd March 2026)

Board and Committee Composition

Directors:

  • Ms. Surbhi Aggarwal (Whole-time Director, DIN: 08409763)
  • Ms. Chiranggi Rahul Goud (Non-executive Independent Director)
  • Mr. Gulshan Kumar Aggarwal (Non-executive Non-Independent Director cum Chairperson, appointed w.e.f. 22nd April 2026)
  • Ms. Nidhi Bansal (Non-executive Independent Director, appointed w.e.f. 12th August 2026)

Changes during FY26:

  • Ms. Priya Singh resigned as Company Secretary w.e.f. 20th January 2026
  • Ms. Sangeeta Aggarwal resigned as Chairperson w.e.f. 22nd April 2026
  • Mr. Manish Shrichand Bachani resigned as Independent Director w.e.f. 12th August 2026

AGM Agenda Items

Ordinary Business:

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

2. Re-appointment of Ms. Surbhi Aggarwal as director retiring by rotation

3. Appointment of M/s. B B Gusani & Associates as statutory auditors for 5 years (FY27-FY31)

Special Business:

4. Appointment of M/s. B B Gusani & Associates to fill casual vacancy caused by resignation of M/s. D G M S & Co.

5. Appointment of Mr. Gulshan Kumar Aggarwal as Non-Executive Non-Independent Director cum Chairperson

6. Appointment of Ms. Nidhi Bansal as Non-Executive Independent Director for 5 years

7. Shifting of registered office from Kolkata, West Bengal to Nakodar, Punjab

Capital Structure Impact

Share Capital Reduction:

  • Board approved scheme under Section 66 of Companies Act, 2013
  • Proposed reduction of paid-up capital from ₹243.15 lakh (24,31,500 shares) to ₹24.315 lakh (2,43,150 shares)
  • Extinguishment of ₹218.835 lakh to be adjusted against accumulated losses
  • No cash payment to shareholders
  • Petition filed with NCLT Kolkata Bench, pending approval
  • Draft scheme submitted to SEBI on 22nd November 2025

Financial and Operational Impact

  • No revenue from operations for second consecutive year
  • Net loss reduced to ₹9.94 lakh from ₹14.21 lakh in previous year
  • Negative net worth of ₹(24.25) lakh as at 31st March 2026
  • Cash flow from operations negative ₹9.91 lakh
  • No dividend recommended for FY26
  • No funds transferred to IEPF during the year

Auditor Reports

Statutory Auditor (M/s. D G M S & Co.):

  • Unmodified opinion on financial statements
  • No fraud reported under Section 143(12)
  • No material weaknesses in internal financial controls

Secretarial Auditor (M/s. Jitendra Parmar & Associates):

  • Qualified report with two exceptions:

1. Certain UPSI events recorded in Structured Digital Database after occurrence due to technical issues

2. Non-filing of Annual Disclosure of Non-applicability of Large Corporate for FY 2024-25

  • Company responded that technical issues caused delay in SDD entries and that it doesn't qualify as Large Corporate

Other Material Information

  • Registered office shift proposed from Kolkata, West Bengal to Nakodar, Punjab (subject to shareholder and regulatory approvals)
  • AGM to be held virtually through VC/OAVM as per MCA circulars
  • E-voting facility provided through NSDL
  • No material orders passed by regulators/courts affecting going concern status
  • No corporate social responsibility applicable as company doesn't meet criteria
  • No deposits accepted from public during the year
  • Related party transactions at arm's length and in ordinary course of business
  • No sexual harassment complaints filed during the year
  • Shares under compulsory demat with ISIN INE730R01042

Forward-looking Statements

Management Discussion & Analysis indicates:

  • Focus on exploring new business avenues for future growth
  • Textile market expected to stabilize with improving export demand
  • Continued challenges from raw material cost volatility and geopolitical tensions
  • Strategic emphasis on cost efficiency and product differentiation

#Tags: #SvarnimTradeUdyog #AnnualReport #SEBIDisclosure #RegulatoryCompliance #FinancialResults #Negative