Financial Performance Highlights (Standalone)

  • Total Revenue: ₹35.31 crore (FY 2025-26) vs ₹26.06 crore (FY 2024-25)
  • Profit Before Tax: ₹13.69 crore (FY 2025-26) vs ₹8.52 crore (FY 2024-25)
  • Net Profit: ₹9.62 crore (FY 2025-26) vs ₹6.27 crore (FY 2024-25)
  • Total Comprehensive Income: ₹3.89 crore (FY 2025-26) vs ₹11.87 crore (FY 2024-25)
  • Other Comprehensive Income: Negative ₹5.73 crore due to fair value changes in investments

Annual General Meeting Details

  • 45th AGM Date: Thursday, 24th September, 2026 at 04:00 PM
  • Meeting Mode: Video Conference/Other Audio Visual Means
  • Record Date: 17th September, 2026
  • Book Closure: 18th September to 24th September, 2026 (both days inclusive)

Business Segments

The company operates in two reportable segments:

1. Commodity Trading Business

2. Finance Business (including F&O trading and interest income)

Capital Structure Changes

Right Issue Completion:

  • Issued 89,13,93,612 equity shares at par value (₹1 per share)
  • Aggregate amount raised: ₹89.14 crore
  • Utilization of Funds:
  • ₹88.54 crore towards working capital requirements including investments in shares, securities, commodities, mutual funds, derivatives and government securities
  • ₹0.60 crore towards rights issue expenses
  • Post-Issue Capital Structure:
  • Paid-up share capital increased from ₹44.57 crore to ₹133.71 crore
  • Authorized share capital: ₹173.25 crore

Key Resolutions for AGM

Ordinary Business

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

2. Re-appointment of Mrs. Tanu Agrawal (DIN: 00290966) as Non-Executive Non-Independent Director

Special Business

3. Appointment of M/s. Jay Bhatt & Associates as Secretarial Auditor for 5 years (FY 2026-27 to FY 2030-31)

4. Re-appointment of Mr. Vikash Kulhriya (DIN: 09014921) as Independent Director for second term (30th September 2026 to 29th September 2031)

5. Approval of related party transactions up to ₹3.25 crore with each related party for period from 1st October 2026 to 30th September 2027

Related Party Transactions

Approval Sought for Transactions with:

  • Kayaguru Jewels Limited (formerly Hunnar Jewels Limited)
  • Banas Finance Limited
  • Handful Investrade Pvt Ltd
  • Girraj Kishor Agrawal
  • Girraj Kishor Agrawal HUF
  • Tanu Agrawal
  • Tarannum Bano
  • Kushagra Agrawal
  • Stoneking Infrastructure Aggregates Private Limited
  • Tilak Jewels Limited

Nature of Transactions: Sale/purchase of goods, materials, services, property leasing, appointments to office of profit, loans, guarantees, investments, and securities transactions.

Regulatory and Legal Matters

SEBI Penalty Cases:

1. Adjudication Order Reference No. Order/MC/HP/2021-2022/12813-12829: ₹70 lakh penalty for violation of Insider Trading Regulations (paid under protest, appeal filed in Supreme Court)

2. SEBI Order Reference No. SEBI/HO/IVD/ID13/OW/P/2022/301321/1: ₹28 lakh penalty for violation of PFUTP Regulations (paid under protest, appeal filed in SAT with interim stay granted)

Subsidiary Update

  • Held 1,11,000 equity shares (51.03%) in Yosto Venture (India) Private Limited during FY 2025-26
  • Sold 100% equity investment in Yosto via share purchase agreement dated 4th June 2025
  • Yosto ceased to be subsidiary effective 4th June 2025

Corporate Governance

Board Composition:

  • 6 Directors total (1 Managing Director, 4 Independent Directors, 1 Non-Executive Non-Independent Director)
  • 12 Board meetings held during FY 2025-26

Key Managerial Personnel Changes:

  • Mr. Davendra Kumar resigned as Company Secretary effective 7th May 2025
  • Mrs. Pratiksha Vaibhav Modi appointed as Company Secretary effective 1st August 2025
  • Mr. Mayank Borana appointed as Non-Executive Independent Director effective 29th August 2025

Committee Meetings:

  • Audit Committee: 4 meetings
  • Nomination and Remuneration Committee: 3 meetings
  • Stakeholders' Relationship Committee: 4 meetings
  • CSR Committee: 2 meetings

CSR Activities

  • CSR Obligation: ₹12.61 lakh (2% of average net profit)
  • Amount Spent: ₹12.61 lakh on education through Shri Balasaheb Mane Shikshan Prasarak Mandal
  • CSR Registration No.: CSR00049222

Auditors and Reports

Statutory Auditors: M/s. Pravin Chandak & Associates, Chartered Accountants (FRN 116627W)

Key Audit Matter: Valuation of investments in unlisted equity shares of Hunnar Jewels Limited amounting to ₹1,482.26 lakh, where management used Net Book Value method without obtaining independent valuation report.

Secretarial Auditors: M/s. Jay Bhatt & Associates, Practicing Company Secretaries

Internal Auditor: Mr. Ronak Ashok Surani

Dividend and Reserves

  • Dividend Declared: None for FY 2025-26
  • Amount Transferred to Reserves: None

Shareholding Pattern

  • Promoter Holding: 61.98% (82.87 crore shares)
  • Public Holding: 22.76% (30.43 crore shares)
  • Bodies Corporate: 14.52% (19.43 crore shares)
  • Dematerialized Shares: 99.99% of total paid-up capital

Risk Factors

  • Market risks from F&O trading activities
  • Pending SEBI litigation matters
  • Investment valuation uncertainties

Forward-looking Statements

The Management Discussion & Analysis contains forward-looking statements based on current expectations and assumptions that are subject to risks and uncertainties including market conditions, regulatory changes, and economic factors.