A meeting of the Board of Directors of Zodiac Ventures Limited was held on 14th August 2026 from 2:00 PM to 4:15 PM. The Board considered, approved, and noted the following businesses:

1. Unaudited Financial Results for Q1 FY27

The Board approved the unaudited standalone and consolidated financial results for the quarter ended 30th June 2026, along with the Limited Review Report issued by the statutory auditors.

Standalone Financial Results (₹ in Lacs):

  • Net Sales/Income from operations: 111.36 (vs. 63.67 in Q1 FY26)
  • Other Income: 63.70 (vs. 2.24 in Q1 FY26)
  • Total Income: 175.06 (vs. 65.91 in Q1 FY26)
  • Total Expenditure: 156.56 (vs. 27.20 in Q1 FY26)
  • Profit before tax: 18.50 (vs. 38.71 in Q1 FY26)
  • Tax Expense: 4.63
  • Profit after tax: 13.88 (vs. 29.03 in Q1 FY26)
  • Basic EPS: ₹0.02 (vs. ₹0.08 in Q1 FY26)
  • Diluted EPS: ₹0.02 (vs. ₹0.08 in Q1 FY26)
  • Paid-up Equity Share Capital: 826.98 (Face Value ₹1/-)

Consolidated Financial Results (₹ in Lacs):

  • Includes results of Zodiac Ventures Limited and its associate companies: Zodiac Developers Private Limited, Zodiac Capital Private Limited, and Mumbai Mega Food Park Private Limited
  • Net Sales/Income from operations: 111.36
  • Other Income: 63.70
  • Total Income: 175.06
  • Total Expenditure: 156.56
  • Profit before tax: 18.50
  • Profit from Associate Companies: 3.28
  • Profit for the period after profit in Associate Companies: 17.15
  • Profit attributable to equity holders of the parent: 1.40
  • Basic EPS: ₹0.02
  • Diluted EPS: ₹0.02

2. Project Updates

Zodiac Guruchhaya Project (Vile Parle East, Mumbai):

  • Construction work commenced on 14th July 2025 but delayed due to pending negotiations with tenants of Gajanan Niwas
  • Company expects to finalize agreements with tenants by end of September 2026
  • Company has entered into a joint venture agreement with JDR Primevista LLP for redevelopment
  • JV expected to strengthen execution capabilities and support timely completion

Zodiac Anjaneshwar Project (Vile Parle East, Mumbai):

  • Project delayed due to pending clarifications from Municipal Corporation regarding applicability of Regulation 33(12) policy
  • Company expects to receive further Commencement Certificate by end of September 2026
  • Finishing work of constructed floors is in progress

3. Banking Facility Delay

  • During the quarter, the company delayed repayment of the Drop Down Overdraft (OD) facility availed from Punjab National Bank by 45 days
  • As of the date of the report, the account has been regularized
  • Company has taken steps to strengthen financial discipline and ensure such delays don't occur in future

4. Associate Company Matters

Zodiac Developers Private Limited (Hanuman Nagar Project):

  • Several litigations involved in Hanuman Nagar Project
  • Dispute with Joint Developer in the Project
  • Arbitration award dated 15th October 2020 received, but SRA order contradicts the award
  • Application under Section 34 of Arbitration and Conciliation Act 1996 filed in Bombay High Court
  • Stay Order obtained from Bombay High Court against execution of arbitration award
  • Part Occupation Certificate received on 9th March 2023 up to 9th habitable floor (now christened 45-Juhu Residency)
  • Few flats unsold due to stay granted by High Court order dated 26.04.2023
  • Unsold flats treated as closing stock, no deemed rent offered due to court stay

Advances Outstanding:

  • Zodiac Developers Private Limited has given advances totaling ₹223.66 lakhs for real estate businesses
  • Advances have been outstanding for some time but management believes amounts are good and recoverable
  • Negotiations ongoing to close deals on projects

Mumbai Mega Development Private Limited:

  • Board meeting dated 27th January 2026 approved sale of 100% of company's stake
  • Subject to approval of members in Annual General Meeting

5. Appointment of Company Secretary and Compliance Officer

  • Board appointed Mr. Gaurav Waghela (Membership No. ACS A71725) as Company Secretary pursuant to Section 203 of Companies Act 2013 and Regulation 6(1) of SEBI LODR Regulations
  • Designated as Compliance Officer effective 14th August 2026
  • Mr. Waghela is an Associate Member of ICSI with over three years of experience in corporate and secretarial compliance
  • Has experience in Company Secretarial practice, accounting, and professional services
  • Possesses knowledge in Companies Act 2013 and other applicable corporate laws

6. Regulatory References

  • Prepared pursuant to Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Appointment disclosure pursuant to Regulations 6 and 30 of SEBI LODR Regulations

7. Auditor's Review

  • Limited review conducted by Pravin Chandak & Associates, Chartered Accountants
  • Review conducted in accordance with Standard on Review Engagements (SRE) 2410
  • Nothing came to attention that causes belief that the statement contains material misstatement
  • Auditor's conclusion not modified regarding the banking facility delay