Balurghat Technologies Ltd

Balurghat Technologies Ltd – Trading Window Closure Notice

Appointment of Company Secretary & Compliance Officer

• Appointed Ms. Arpita Bose as Company Secretary and Compliance Officer (KMP) effective 01 Sep 2026; whole-time appointment.
• Ms. Arpita Bose is an Associate Member of ICSI with expertise in SEBI and corporate laws.

Financial highlights

• Total income for quarter ended 30.06.2026: Rs 3017.15 lakh.
• Profit before tax: Rs 42.20 lakh.
• Net profit after tax: Rs 31.21 lakh.
• EPS (Basic and Diluted): Rs 0.18 per share.
• Paid-up equity share capital: Rs 1740.82 lakh.

AGM details

• Date and time: 11 August 2026, 01:00 PM; mode: VC/OAVM.
• Record date: 4 August 2026.

Key resolutions

• Adoption of Audited Financial Statements and related reports (Ordinary).
• Re-appointment of Rajendra Dugar as Director liable to retire by rotation (Ordinary).
• Re-appointment of Arun Kumar Sethia as Whole-Time Director for five years (Special).
• Re-appointment of Pawan Sethia as Managing Director for five years (Special).
• Regularisation of Shweta Sethia as Non-Executive Independent Director (Special).

Voting results

• Resolution 1: Adopt financials; passed in-favor 8,501,329; against 120.
• Resolution 2: Dugar; passed in-favor 8,501,329; against 120.
• Resolution 3: Sethia (WTD); passed in-favor 8,501,329; against 120.
• Resolution 4: Sethia (MD); passed in-favor 8,501,329; against 120.
• Resolution 5: Shweta Regularisation; passed in-favor 8,501,329; against 120.

Director changes

• Rajendra Dugar reappointed as Director liable to retire by rotation.
• Arun Kumar Sethia reappointed as Whole-Time Director for five-year term.
• Pawan Sethia reappointed as Managing Director for five-year term.
• Shweta Sethia regularised as Non-Executive Independent Director.

AGM details

• 32nd AGM held on Aug 11, 2026 at 1:00 PM IST via VC/OAVM.
• Meeting started at 1:00 PM and concluded at 1:47 PM IST.
• 58 Members attended via VC/OAVM.
• Remote e-voting from Aug 7 to Aug 10, 2026.
• Five items of Ordinary and Special Business placed before Members.
• Audited financial statements and auditors' reports were taken as read.

Meeting Details

• Board meeting on August 13, 2026 at registered office, 170/2C J. C. Bose Road, Kolkata; time not disclosed.

Key Agenda Items

• Unaudited financial results for the quarter ended June 30, 2026, with Limited Review Report.
• Any other matter with the permission of the Chairperson.

Other Notes

• Trading window closure periods not disclosed in filing.

Financial highlights

• Revenue from operations rose about ₹120.08 crore, up 38% YoY.
• Total revenue including other income about ₹120.47 crore.
• Profit before tax declined to about ₹0.76 crore.
• Profit after tax ₹5.49 crore, down from ₹21.08 crore.
• Total comprehensive income ₹6.24 crore, down from ₹21.52 crore.
• Basic and diluted EPS ₹0.36.
• Dividend: none declared for FY2025-26.

Operations & business model

• Single segment: logistics, transport, supply-chain and travel services.
• Costs rose faster than revenue, compressing margins.
• Total assets about ₹48.7 crore; fixed assets up 61.6%.
• Debt mix: short-term ₹24.49 crore; long-term ₹2.42 crore; gearing 0.60.
• Cash flow from operations negative ₹4.43 crore; year-end cash ₹5.82 crore.

Governance & board

• Board as of 31 Mar 2026: six directors; three exec, three non-exec; two independents.
• Post-year-end: Shweta appointed; Geetika resigned; committees reconstituted.
• MD and WT Director remuneration ₹54 lakh each; Ravikant ₹42 lakh.

Audit & internal controls

• Auditors: Sambhu N. De & Co; Secretarial: Prity Bishwakarma; Internal: Mamta Surana; unmodified.
• Contingent liabilities ₹59.29 crore; bank litigation and court claims.
• Internal controls adequate; no significant weaknesses; audits ongoing.

Related party transactions

• Related party transactions were ordinary-course, arm's-length; disclosed in notes.
• Key RPTs include MD/KMP remuneration and Cinque Global Trading FZCO.
• Total remuneration to Directors and KMP: ₹1.50 crore.

Capital structure & shareholding

• Equity capital ₹17.41 crore; 1,74,08,180 shares.
• Promoter holding 33.42%; Indian public 66.44%.
• Dematerialised holdings: NSDL 27.82%, CDSL 52.63%, Physical 19.54%.
• Dividend nil; AGM on 11 Aug 2026; book closure Aug 5-11.

Outlook & risks

• Outlook: logistics demand constructive; profitability sensitive to fuel costs and receivables.
• Risks: fuel volatility, working capital, competition, cybersecurity, regulatory changes.

AGM Details

• Date and time: 11 August 2026 at 1:00 PM IST.
• Mode: VC/OAVM; no physical attendance.
• Record closure: 5–11 August 2026.
• Remote e-voting: 7–10 August 2026; e-voting during AGM.
• AGM attendance via VC; proxies not allowed.

Ordinary Business

• Adopt Audited Financial Statements for year ended 31 Mar 2026.
• Re-appoint Rajendra Dugar as Director liable to retire by rotation.

Special Business

• Re-appoint Arun Kumar Sethia as Whole Time Director for five years (28 Oct 2026–27 Oct 2031).
• Remuneration and terms to be set per Explanatory Statement; Board may revise.
• Minimum remuneration payable in absence of profits, as per Schedule V.
• Board authorised to take necessary steps to implement re-appointment.
• Re-appoint Pawan Kumar Sethia as Managing Director for five years (21 Feb 2027–20 Feb 2032).
• Age 70 during tenure; special approval required for continuation.
• Remuneration payable as minimum if profits are absent; board may modify.
• Board authorised to alter terms within Schedule V and applicable laws.
• Regularisation of Shweta as Non-Executive Independent Director for five years.

Director Changes

• Rajendra Dugar to be re-appointed by rotation.
• Arun Kumar Sethia to be re-appointed as Whole Time Director.
• Pawan Kumar Sethia to be re-appointed as Managing Director.
• Shweta regularised as Non-Executive Independent Director.

Dividend

• Dividend: No dividend proposed.