AGM Details

  • Date: Monday, September 28, 2026
  • Time: 01:00 PM IST
  • Mode: Video Conferencing/Other Audio-Visual Means
  • Cut-off Date: Tuesday, September 22, 2026 for determining members eligible to vote
  • Deemed Venue: Registered Office at GF/2, Manish Complex, Indrajit Tenaments, Opp. Diamond Mill, Nikol Road, Ahmedabad - 382350, Gujarat

E-Voting Details

| Particulars | Details |

| Commencement of Remote e-Voting | September 24, 2026 at 9:00 AM IST |

| End of Remote e-Voting | September 27, 2026 at 5:00 PM IST |

| Agency | NSDL |

| Website | www.evoting.nsdl.com |

Business to be Transacted at AGM

Ordinary Business

1. Adoption of Financial Statements: To receive, consider and adopt Audited Financial Statements for FY ended March 31, 2026 together with Reports of Board of Directors and Auditors

2. Re-appointment of Director: Mrs. Sunitaben Hiteshkumar Shah (DIN: 07907643), Non-Executive Director retiring by rotation

3. Appointment of Statutory Auditors: M/s. P H Shah and Co, Chartered Accountants (FRN: 0115464W) for 5 years from conclusion of 9th AGM till conclusion of 14th AGM

Special Business

4. Appointment of Secretarial Auditors: M/s SS Lunkad and Associates, Practicing Company Secretaries (COP No. 20418) for 5 consecutive financial years from FY 2026-27 to FY 2030-31

Financial Performance (FY 2025-26 vs FY 2024-25)

| Particulars | FY 2025-26 (₹ in Lakhs) | FY 2024-25 (₹ in Lakhs) | % Change |

| Revenue from Operations | 4,344.66 | 3,166.19 | +37.2% |

| Other Income | 0.00 | 1.50 | -100% |

| Total Revenue | 4,344.66 | 3,167.69 | +37.2% |

| Total Expenses | 4,336.02 | 3,140.32 | +38.1% |

| Profit Before Tax | 8.64 | 27.37 | -68.4% |

| Tax Expense | 3.17 | 6.50 | -51.2% |

| Profit After Tax | 5.47 | 20.87 | -73.8% |

| Other Comprehensive Income | 403.20 | 415.98 | -3.1% |

| Total Comprehensive Income | 408.67 | 436.85 | -6.5% |

| Basic & Diluted EPS (₹) | 0.02 | 0.20 | -90.0% |

Key Financial Position (as at March 31, 2026)

| Particulars | March 31, 2026 (₹ in Lakhs) | March 31, 2025 (₹ in Lakhs) |

| Total Assets | 4,076.46 | 3,270.12 |

| Inventories | 3,476.73 | 2,573.33 |

| Trade Receivables | 3.12 | 80.87 |

| Cash & Cash Equivalents | 37.65 | 73.78 |

| Total Equity | 4,002.15 | 1,947.27 |

| Non-Current Borrowings | 0.00 | 1,244.81 |

Share Capital Changes

  • Authorized Share Capital: Increased from ₹10.25 crore (1,02,50,000 shares of ₹10 each) to ₹30.75 crore (3,07,50,000 shares of ₹10 each)
  • Paid-up Share Capital: Increased from ₹10.19 crore to ₹30.58 crore due to Rights Issue
  • Rights Issue: 2,03,88,000 Equity Shares of ₹10 each at par aggregating ₹2,038.80 Lakhs
  • Opening Date: October 30, 2025
  • Closing Date: November 10, 2025
  • Allotment Date: November 12, 2025
  • Listing Date: November 13, 2025
  • Net Proceeds: ₹2,013.80 Lakhs (after issue expenses of ₹25 Lakhs)
  • Utilization: Working capital requirements (₹1,988.80 Lakhs) and general corporate purposes (₹25 Lakhs)

Board of Directors

| Name | Designation | DIN |

| Mr. Ankur Sumatilal Shah | Chairperson & Non-Executive Independent Director | 08033066 |

| Mr. Hitesh Mahendrakumar Shah | Managing Director | 07907609 |

| Mrs. Mahendrakumar Hargovandas Shah | Whole-Time Director | 07907637 |

| Mr. Sunitaben Hiteshkumar Shah | Non-Executive, Non-Independent Director | 07907643 |

| Mr. Harshis Mananjay Jhaveri | Non-Executive Independent Director | 08034269 |

Key Managerial Personnel

| Name | Designation |

| Hitesh Mahendrakumar Shah | Managing Director |

| Varsha Potdar | Chief Financial Officer |

| Ritesh Soni | Company Secretary & Compliance Officer |

Auditor Changes

  • Statutory Auditors: M/s Shah Karia & Associates resigned; Proposed appointment of M/s P H Shah and Co (FRN: 0115464W) for 5 years from FY 2026-27
  • Secretarial Auditors: M/s Neelam Somani & Associates resigned; Proposed appointment of M/s SS Lunkad and Associates for 5 years from FY 2026-27

Dividend and Reserves

  • No dividend recommended for FY 2025-26 to conserve resources for working capital
  • Entire profit of ₹5.47 Lakhs carried to Surplus in Statement of Profit and Loss
  • Retained Earnings balance: ₹274.13 Lakhs as at March 31, 2026

Related Party Transactions

Transactions during FY 2025-26 at arm's length basis:

  • Professional Fees Paid to Utkarsh Hiteshkumar Shah: ₹10.57 Lakhs
  • Rent Paid to Hitesh Mahendrakumar Shah: ₹10.80 Lakhs
  • Loan Repayment to Hitesh Mahendrakumar Shah: ₹1,085.53 Lakhs
  • Loan Repayment to Sunitaben Hiteshkumar Shah: ₹159.28 Lakhs

Corporate Governance

  • Board met 11 times during FY 2025-26
  • All Directors attended all Board meetings
  • Company has Vigil Mechanism/Whistle Blower Policy in place
  • No instances of fraud reported by auditors
  • No material orders passed by regulators/courts

Documents Availability

  • Integrated Annual Report available on company website: www.uhzaveri.in
  • Also available on NSDL website: www.evoting.nsdl.com
  • No physical copies dispatched due to e-AGM circulars

Important Notes

  • Company operates in jewellery business with wholesale and retail divisions in Ahmedabad
  • Asset-light model with outsourced manufacturing
  • Revenue growth driven by higher wholesale and retail trading volumes
  • Profitability impacted by margin compression amid elevated gold procurement costs
  • Company became debt-free after repaying all long-term borrowings of ₹1,244.81 Lakhs
  • No subsidiaries, joint ventures or associate companies

#U.H.Zaveri #AGM #SEBIDisclosure #FinancialResults #JewelleryBusiness #RightsIssue