Financial Performance Highlights (FY 2025-26)

  • Profit Before Depreciation and Tax: ₹58.60 lakh (Previous year: ₹75.44 lakh)
  • Depreciation: ₹1.63 lakh (Previous year: ₹0.69 lakh)
  • Profit Before Tax: ₹56.97 lakh (Previous year: ₹74.75 lakh)
  • Provision for Taxation: ₹8.62 lakh (Previous year: ₹8.45 lakh)
  • Profit After Tax: ₹48.35 lakh (Previous year: ₹66.30 lakh)
  • Earnings Per Share (Basic & Diluted): ₹1.61 (Previous year: ₹2.21)

The decline in profitability was primarily attributed to fluctuations in the capital markets impacting the company's investment portfolio.

Share Capital

  • Paid-up Equity Share Capital: ₹300.42 lakh as of 31 March 2026 (30,042,000 equity shares of ₹10 each)
  • No shares were issued during the year under review.

Dividend

No dividend was recommended by the Board of Directors for FY 2025-26, with a view to conserving resources for future business requirements.

Transfer to Reserves

Pursuant to RBI regulations, the requisite amount was transferred to the Statutory Reserve. The balance was retained in 'Other Equity'.

Change in Statutory Auditors

  • M/s. STAP & Co., Chartered Accountants (Firm Registration No. 132148W), who were appointed for a 5-year term at the 31st AGM (held on 28 September 2024), tendered their resignation vide letter dated 05 May 2026, effective 23 May 2026.
  • The Board of Directors, based on the recommendation of the Audit Committee, appointed M/s. ADA & Associates, Chartered Accountants (Firm Registration No. 135831W), on 23 May 2026 to fill the casual vacancy.
  • Shareholder approval is sought for:

1. Item 3 (Ordinary Resolution): Approval of the appointment of M/s. ADA & Associates to fill the casual vacancy (as required under Section 139(8) of the Companies Act, 2013).

2. Item 4 (Ordinary Resolution): Appointment of M/s. ADA & Associates as Statutory Auditors for a term of 5 consecutive years, from the conclusion of the 33rd AGM until the conclusion of the 38th AGM.

  • The company has received written consent and necessary certificates from M/s. ADA & Associates.

Directors

  • Mrs. Pushpadevi Bajranglal Agarwal (DIN: 00606296), Whole-time Director, retires by rotation and, being eligible, offers herself for re-appointment (Item 2 - Ordinary Business).
  • Her details are provided in the Annexure: Age 66 years, appointed since incorporation, holds 332,400 equity shares, attended 4 out of 4 board meetings.
  • The Board comprised four directors: two executive and two independent non-executive directors.
  • Four board meetings were held during the year on 24-05-2025, 02-08-2025, 14-11-2025, and 14-02-2026.

AGM Details

  • Date: Saturday, 8 August 2026
  • Time: 2:30 p.m.
  • Venue: Registered Office at B/10, Madhavpura Market, Shahibaug Road, Ahmedabad - 380004.
  • Cut-off date for determining members entitled to vote: 01 August 2026.
  • Register of Members & Share Transfer Books Closure: 02 August 2026 to 08 August 2026 (both days inclusive).
  • Remote e-Voting Period: 05 August 2026 (9:00 AM) to 07 August 2026 (5:00 PM).
  • Scrutinizer: M/s. Jigneshkumar Kantilal Dudhat, Practicing Company Secretary.

Other Material Information

  • Company Status: RBI-registered NBFC classified as an Investment Company (IC) and categorized as a Base Layer NBFC under RBI's Scale Based Regulation framework. It does not accept public deposits. (RBI CoR: 01.00023)
  • Listing: Equity shares are listed on BSE Limited.
  • Bankers: Kotak Mahindra Bank Limited and HDFC Bank, Shahibaug, Ahmedabad.
  • Internal Auditor: M/s. Pritesh Shah & Co., Chartered Accountants.
  • Secretarial Auditor: Jignesh Dudhat & Associates, who issued an unqualified report with an observation regarding non-publication of financial results in newspapers. The board clarified corrective measures have been taken.
  • Related Party Transactions: All transactions were reported to be in the ordinary course of business and at arm's length. Details are provided in Note 19 to the financial statements.
  • Subsidiaries: The company did not have any subsidiary companies during the year.
  • Corporate Governance: Provisions of Regulations 17 to 27 and 46(2)(b) to (i) and (t) of SEBI LODR are not applicable as the paid-up capital and net worth are below prescribed thresholds.
  • Internal Financial Controls: The Directors' Responsibility Statement confirms adequacy and operating effectiveness of internal financial controls.
  • Capital Management: The company's objectives are to maintain an efficient capital structure to support business and maximize shareholder value. The gearing ratio (net debt/total capital + net debt) was disclosed.
  • Risk Management: The company is exposed to market risk (interest rate, equity price), credit risk, and liquidity risk. Prudent investment strategy focuses on capital preservation and diversification.

Financial Position (as of 31 March 2026)

  • Total Equity: ₹595.33 lakh (Share Capital: ₹300.42 lakh + Reserves: ₹294.91 lakh)
  • Non-Current Liabilities: ₹977.57 lakh (Long-term borrowings from related parties)
  • Current Liabilities: ₹96.51 lakh
  • Total Assets: ₹1,669.41 lakh
  • Non-Current Assets: ₹10.59 lakh (Net Block of Property, Plant & Equipment)
  • Current Assets: ₹1,658.81 lakh (Includes Current Investments: ₹569.08 lakh, Trade Receivables: ₹1,003.55 lakh, Cash & Cash Equivalents: ₹0.99 lakh, Short-term loans & advances: ₹85.19 lakh)

Cash Flow Statement (FY 2025-26)

  • Net Cash Used in Operating Activities: (₹334.37 lakh)
  • Net Cash Used in Investing Activities: (₹145.31 lakh)
  • Net Cash From Financing Activities: ₹474.72 lakh (primarily from long-term borrowings)
  • Net Decrease in Cash and Cash Equivalents: (₹4.97 lakh)
  • Cash and Cash Equivalents at End of Period: ₹0.99 lakh

Key Ratios and Additional Disclosures

  • The financial statements include detailed notes on significant accounting policies, related party transactions, ageing of trade receivables and payables, and financial instrument disclosures.
  • The company affirms no instances of fraud were reported by statutory, secretarial, or internal auditors.
  • The company has complied with provisions regarding the prevention of sexual harassment at the workplace and the Maternity Benefit Act, 1961.