Key Financial Figures (Standalone, Rs. in Lakhs)

Performance Summary:

  • Revenue from Operations: ₹8,794.09 (FY26) vs. ₹8,664.19 (FY25)
  • Other Income: ₹44.64 (FY26) vs. ₹24.47 (FY25)
  • Total Revenue: ₹8,838.73 (FY26) vs. ₹8,688.66 (FY25)
  • Profit Before Tax: Loss of ₹78.91 (FY26) vs. Loss of ₹271.46 (FY25)
  • Tax Expense: Credit of ₹8.04 (FY26) vs. Credit of ₹12.25 (FY25)
  • Profit/Loss for the Year: Loss of ₹70.87 (FY26) vs. Loss of ₹259.21 (FY25)
  • Basic & Diluted EPS: (₹0.72) (FY26) vs. (₹2.13) (FY25)

Balance Sheet Highlights (as at March 31, 2026):

  • Total Assets: ₹11,199.65 Lakhs
  • Equity Share Capital: ₹1,079.10 Lakhs (10,791,000 shares of ₹10 each)
  • Total Equity: ₹3,236.84 Lakhs
  • Borrowings (Non-current): ₹2,970.75 Lakhs
  • Borrowings (Current): ₹3,007.43 Lakhs
  • Inventories: ₹4,746.39 Lakhs
  • Trade Receivables: ₹1,298.20 Lakhs

Annual General Meeting Details

  • 35th AGM Date: Saturday, September 19, 2026
  • Time: 11:00 AM IST
  • Mode: Video Conferencing (VC)/Other Audiovisual Means (OAVM)
  • Cut-off Date for E-voting: Friday, September 11, 2026
  • Book Closure: Saturday, September 12, 2026 to Saturday, September 19, 2026 (both days inclusive)

Agenda Items

Ordinary Business:

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

2. Re-appointment of Mr. Divyeshkumar Hiralal Changela (DIN: 00247364) who retires by rotation.

Special Business:

3. Approval of remuneration of ₹50,000 plus reimbursement of out-of-pocket expenses and applicable taxes payable to M/s M.C. Bambhroliya & Associates as Cost Auditor for FY 2026-2027.

Corporate Governance & Board Details

Board of Directors (as on March 31, 2026):

  • Mr. Dilip Changela (DIN: 00247302) - Chairman & Managing Director
  • Mr. Divyeshkumar Changela (DIN: 00247364) - Whole-time Director & CEO
  • Mr. Vijay Changela (DIN: 00411422) - Whole-time Director
  • Mr. Amit P. Nindroda (DIN: 03489435) - Independent Director
  • Mrs. Amee K. Dadhania (DIN: 08546107) - Independent Director
  • Mr. Abhishek Bardia (DIN: 10291541) - Independent Director

Key Managerial Personnel:

  • Mr. Vishal Changela - Chief Financial Officer
  • Mr. Ketan V. Savaliya - Company Secretary

Board Meetings:

Five meetings held during FY 2025-2026 on: May 27, 2025; August 7, 2025; August 26, 2025; November 13, 2025; and February 12, 2026.

Dividend & Reserves

  • No dividend recommended for FY 2025-2026.
  • No amount transferred to General Reserve.

Capital Structure

  • Paid-up Equity Share Capital: ₹10.79 crore
  • 100% of share capital is dematerialized
  • No shares issued during the year under review

Auditors & Compliance

Statutory Auditors:

M/s. Anil Parekh & Co., Chartered Accountants (FRN: 128503W) appointed for second term of 5 consecutive financial years until conclusion of 38th AGM. Their report contains no qualifications.

Secretarial Auditor:

M/s. K.P. Ghelani & Associates, Practicing Company Secretaries. Their Secretarial Audit Report in Form MR-3 contains no qualifications.

Cost Auditor:

M/s. M.C. Bambhroliya & Associates, Cost Accountants (FRN: 101692) appointed for FY 2026-2027.

Internal Auditor:

M/S. P. Ghanshyam & Co., Chartered Accountants reappointed as Internal Auditors.

Corporate Social Responsibility (CSR)

  • CSR Obligation: ₹7.26 Lakhs (2% of average net profit)
  • CSR Expenditure: ₹7.30 Lakhs contributed to:
  • Sadbhavna Seva Foundation: ₹4.50 Lakhs
  • Aekrang Childrens Development Institute: ₹2.80 Lakhs
  • Company complied with prescribed CSR expenditure obligation

Other Material Information

Related Party Transactions:

All transactions with related parties were at arm's length and in ordinary course of business. Details provided in Annexure III to Board's Report.

Public Deposits:

Company did not accept or renew any deposits under Chapter V of Companies Act, 2013 during FY 2025-2026.

Subsidiaries & Associates:

Company does not have any subsidiary, associate or joint venture companies.

Shareholding Pattern (as on March 31, 2026):

  • Promoter & Promoter Group: 70.79% (76,38,978 shares)
  • Public: 29.21% (31,52,022 shares)

Material Orders:

No significant material orders passed by regulators, courts, or tribunals impacting going concern status.

Fraud Reporting:

No instances of fraud reported by Statutory Auditor or Secretarial Auditor under Section 143(12) of Companies Act, 2013.

Risk Management:

Company has established a robust Enterprise Risk Management framework to identify, assess, monitor and mitigate risks.

Future Outlook:

Indian bearing market expected to expand supported by automotive production, industrial machinery, railways, mining, infrastructure, renewable energy and automation. Company remains committed to strengthening operational capabilities and pursuing profitable growth.

Documents Available

  • Annual Report 2025-2026
  • Notice of 35th AGM
  • Explanatory Statement
  • Board of Directors' Report
  • Management Discussion & Analysis
  • Corporate Governance Report
  • Standalone Financial Statements
  • Auditor's Reports

All documents available on company website: www.vishalbearings.com