Annual General Meeting Details

  • 16th AGM Date: Friday, August 7, 2026 at 11:30 a.m.
  • Venue: 402, Sheel Complex, Mayur Colony, Mithakhali, Navrangpura, Ahmedabad-380009, Gujarat, India
  • Record Date: 31st July, 2026 for determining eligibility to attend AGM
  • Remote e-voting period: 4th August, 2026 (9:00 a.m.) to 6th August, 2026 (5:00 p.m.) through CDSL platform

Contents of Annual Report

The Annual Report contains:

1. Notice of 16th AGM

2. Directors' Report

3. Management Discussion and Analysis report

4. Independent Auditors' report on standalone Financial Statements

5. Audited Standalone Financial statement for FY ended 31st March, 2026

6. Cash Flow Statement on Standalone financial Statement

Board of Directors & Key Managerial Personnel

  • Mr. Miteshbhai Jayantilal Adani: Chairman & Managing Director (DIN: 03279695)
  • Mrs. Sangitaben Niranjankumar Jain: Woman Director (DIN: 01923253)
  • Mr. Narayansinh Chauhan: Independent Director (DIN: 07424417)
  • Mrs. Shwetaben Arvindbhai Saparia: Independent Director (DIN: 10083476)
  • Mr. Jaikishan Lalchand Sajnani: Chief Financial Officer
  • Mrs. Deepti Thepadia: Company Secretary

Business Operations

The company is engaged in:

1. Trading of denim and cotton denim jeans

2. Trading of fabrics including 100% Polyester Woven Grey Fabric, Cotton Denim Fabric, and Micro Printed Fabric

3. Expansion into MDF boards and panel products trading through partnership with Rushil Décor Limited

Financial Highlights (Standalone)

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

| Revenue from Trading | 28,479.11 | 28,750.48 |

| Other Income | 7.32 | 0.81 |

| Total Income | 28,486.43 | 28,751.29 |

| Operating and Administrative Expenses | 28,346.10 | 28,638.50 |

| Profit before Depreciation and Taxes | 140.33 | 112.79 |

| Depreciation and Amortization | 5.35 | 9.03 |

| Profit before Tax (PBT) | 134.98 | 103.79 |

| Taxes (including deferred tax) | 33.64 | 27.74 |

| Profit after Tax (PAT) | 63.77 | 76.02 |

| Earnings Per Equity Share (Basic and Diluted) | ₹1.62 | ₹1.93 |

Capital Structure

  • Authorized Share Capital: ₹8,00,00,000 divided into 80,00,000 Equity Shares of ₹10 each
  • Issued, Subscribed and Paid-up Capital: ₹3,93,75,000 divided into 39,37,500 Equity Shares of ₹10 each
  • Proposed Increase: Resolution to increase authorized share capital to ₹11,00,00,000 divided into 1,10,00,000 Equity Shares of ₹10 each

Dividend and Reserves

  • No dividend recommended for FY 2025-26
  • No amount transferred to reserves during the year
  • Reserves and Surplus: ₹1,850.07 lakhs (Previous year: ₹1,786.30 lakhs)

Key Ratios

| Ratio | FY 2025-26 | FY 2024-25 | % Variance |

| Current ratio | 1.38 | 1.40 | (1.25) |

| Debt-equity ratio | 3.36 | 3.19 | 5.02 |

| Return on equity ratio | 0.04 | 0.05 | (16.11) |

| Net profit ratio | 0.22 | 0.26 | (15.32) |

| Interest service coverage ratio | 1500.76 | 14.51 | 102.42 |

Borrowings and Loans

  • Long-term borrowings: ₹412.52 lakhs (unsecured loans from directors)
  • No short-term borrowings from banks
  • No deposits accepted within meaning of Section 73 of Companies Act, 2013

Special Business Resolutions

1. Increase in Borrowing Powers: Special resolution to borrow money up to ₹50 crore exceeding paid-up capital, free reserves and securities premium

2. Increase in Limits of Loans and Investments: Special resolution to make loans/give guarantees/acquire securities up to ₹50 crore exceeding limits under Section 186 of Companies Act, 2013

3. Increase in Authorized Share Capital: Special resolution to increase authorized share capital from ₹8 crore to ₹11 crore and alter Memorandum of Association

Material Changes Post Financial Year

The Board of Directors at its meeting held on 26th June, 2026 approved proposal to raise funds by way of Rights Issue of equity shares, subject to necessary statutory and regulatory approvals.

Auditors and Compliance

  • Statutory Auditors: M/s. Shreekant S. Shah & Co., Chartered Accountants (FRN: 110177W)
  • Secretarial Auditor: M/s. RPSS & Co., Practicing Company Secretaries
  • Internal Auditor: M/s. S. Mandawat & Co. (FRN: 118330W)
  • No qualifications, reservations, or adverse remarks in audit reports
  • No fraud reported by statutory auditors under Section 143(12) of Companies Act, 2013

Related Party Transactions

  • Loan from directors outstanding: ₹412.52 lakhs
  • No other material related party transactions during the year
  • Received declaration that director loans are not from borrowed funds

Contingent Liabilities

  • VAT/CST dispute of ₹43.70 lakhs for FY 2015-16 pending before Appellate Tribunal (₹8.74 lakhs already deposited)
  • No other material contingent liabilities

Internal Financial Controls

Auditors reported adequate internal financial controls system operating effectively as at March 31, 2026.

Corporate Governance

Company is listed on BSE SME Platform, hence Regulations 17 to 27 of SEBI LODR Regulations (Corporate Governance) not applicable.

Other Disclosures

  • No subsidiary, joint venture or associate company
  • No proceedings under Insolvency and Bankruptcy Code, 2016
  • No material orders passed by regulators/courts/tribunals
  • CSR provisions not applicable to the company
  • No sexual harassment complaints during the year