Key Quantitative Figures

  • Net Loss for FY26: ₹(248.11) lakhs compared to Net Profit of ₹1,615.01 lakhs in FY25
  • Other Income: ₹139.75 lakhs during FY26
  • Total Income: ₹139.75 lakhs (only other income, no revenue from operations)
  • Equity Share Capital: ₹19,50,00,110 divided into 1,95,00,011 equity shares of ₹10 each
  • Other Equity: Negative ₹(2,136.21) lakhs as at March 31, 2026
  • Current Liabilities: ₹1,286.31 lakhs
  • Loans and Advances Given: ₹1,845.69 lakhs (gross before provision)
  • Provision for Doubtful Loans: ₹1,287.87 lakhs
  • Borrowings: ₹861.20 lakhs
  • Cash and Cash Equivalents: ₹7.53 lakhs
  • Directors' Remuneration: ₹3.40 lakhs
  • Sitting Fees: ₹2.40 lakhs

Dates of Action

  • AGM Date: Tuesday, 29th September 2026 at 12:00 PM
  • Book Closure: Wednesday, 23rd September 2026 to Monday, 29th September 2026 (both days inclusive)
  • E-voting Period: Saturday, 26th September 2026 (9:00 AM) to Monday, 28th September 2026 (5:00 PM)
  • Record Date: Tuesday, 22nd September 2026
  • Board Meetings Held: 29th May 2025, 13th August 2025, 28th August 2025, 13th November 2025, and 11th February 2026

Parties Involved

  • Statutory Auditors: M/s. Grandmark & Associates (Chartered Accountants)
  • Secretarial Auditor: M/s. Sandeep Dubey & Associates (Practicing Company Secretaries)
  • RTA: Bigshare Services Private Limited
  • Regulators: SEBI, Ministry of Corporate Affairs, BSE, NSE
  • Lenders: Gaganbase Vincom Private Limited, Upsurge Investment & Finance Limited, Abhivadan Properties Private Limited

Business to be Transacted at AGM

Ordinary Business

1. Adoption of audited financial statements for FY ended March 31, 2026 with reports of Board and Auditors

2. Re-appointment of Ms. Tabbasum Azim Shaikh (DIN: 10121067) as Director liable to retire by rotation

Special Business

3. Approval for loans/financial assistance/guarantees/security/letter of comfort/letter of support under Section 185 of Companies Act, 2013 for aggregate amount not exceeding ₹25 crores

4. Approval for investments/loans/guarantees/letter of comfort/letter of support/security under Section 186 of Companies Act, 2013 for aggregate amount not exceeding ₹100 crores

Financial and Operational Impact

  • The company incurred net loss of ₹248.11 lakhs in FY26 primarily due to lack of revenue from operations
  • Negative net worth of ₹(186.21) lakhs raises going concern considerations
  • SEBI restraint order prohibits market access for 3 years but allows private placement fund infusion
  • Pending MCA investigation could lead to additional regulatory actions
  • Multiple tax and sales tax demands pending resolution

Capital Structure Impact

No change in share capital during the year. Authorized share capital remains ₹25 crores and paid-up share capital ₹19.50 crores.

Cash Flow Implications

  • Net decrease in cash and cash equivalents of ₹4.70 lakhs during the year
  • Cash flow from operating activities: ₹200.53 lakhs
  • Cash flow from investing activities: ₹64.93 lakhs
  • Cash flow from financing activities: ₹(270.15) lakhs

Statutory Auditors' Qualified Opinion

Auditors issued qualified opinion highlighting:

1. Non-receipt of balance confirmations from multiple parties totaling ₹457.77 lakhs

2. Non-compliance with Ind AS 116 Leases for registered office and plant property

3. Loans granted without proper documentation and stipulated terms

4. Breach of limits under Sections 185 and 186 of Companies Act, 2013

5. Non-provision of interest of ₹67.50 lakhs on borrowings from Gaganbase Vincom

6. No physical verification of Property, Plant & Equipment during the year

7. Non-deduction of TDS on interest provided to Abhivadan Properties

Secretarial Audit Observations

Secretarial auditor reported non-compliances including:

  • Non-appointment of qualified Company Secretary as Compliance Officer (fined ₹50,740 + GST)
  • Non-disclosure of Related Party Transactions in prescribed format (fined ₹5,900)
  • Non-functional website
  • Non-compliance with SEBI (Prohibition of Insider Trading) Regulations
  • Non-receipt of promoter encumbrance declarations
  • Delayed filing of statutory e-forms
  • Non-appointment of Internal Auditor
  • SEBI summons under Section 11C of SEBI Act

Subsequent Events

1. SEBI Order dated August 31, 2026: Restrained company from accessing securities market and dealing in securities for 3 years

2. MCA Investigation: Notice dated July 29, 2026 for investigation under Section 210(1)(c) for period April 2018 to March 2026

Key Financial Ratios

  • Debt-Equity Ratio: (4.62) vs 16.21 in previous year
  • Return on Equity: 407.54% vs (217.33%) in previous year
  • Net Profit Margin: (178.76)% vs 1313.82% in previous year
  • Current Ratio: 0.57 vs 0.64 in previous year

Contingent Liabilities

  • Sales Tax demands pending in appeals: ₹96.58 lakhs
  • KPTCL demands pending in Bangalore and Mysore courts: ₹863.13 lakhs
  • Various other tax and duty demands: ₹294.16 lakhs