BCC Fuba India Ltd

OCD allotment details

• IOgems Technologies Private Limited allotted ₹5 crore 7% OCDs to BCC Fuba India Ltd.
• OCDs have face value ₹10, issue price ₹10, unsecured.
• Private placement basis; second tranche allotment.
• Tenure is 7 years; allotment date 18 August 2026.
• Coupon of 7% per annum, payable annually.
• Holders may convert OCDs into equity; conversion price to be determined via valuation report.
• Redemption at face value on maturity; holdings may convert before maturity.
• Not listed on any stock exchange.

AGM details and report access

• 40th AGM on Sept 1, 2026 at 11:00 IST via VC/OAVM.
• Non-email shareholders will receive a web-link and QR code to access Annual Report 2025-26.
• Notice to non-email holders will be sent by Aug 7, 2026.

KYC/update reminders

• KYC update reminder under SEBI circular 2024, including PAN and contact details.
• Folio payments to electronic mode if PAN or contact details are missing.
• Annual Report link available at https://www.bccfuba.com/investors.
• Queries to be raised via MUFG Intime helpdesk.

Financial performance

• Standalone revenue rose to ₹72,59,149.54 from ₹47,06,857.80.
• Consolidated revenue ₹72,65,422.89; PAT ₹5,76,466.04.
• Standalone PAT ₹5,88,396.00; YoY growth 59%.
• Standalone EPS ₹3.15; Consolidated EPS ₹3.12.
• Dividend: Board did not declare dividend.
• Rights issue raised ₹17.22 crore; 45,93,015 partly paid shares.
• Proceeds for capex, debt repayment, and Iogems; unutilized at year-end.
• Paid-up capital after rights: ₹17.60 crore.
• Authorized capital ₹20 crore; no sweat equity in FY26.
• Scrip code 517246; listed on BSE.

Capital structure & rights issue

• Rights issue: 45,93,015 partly paid shares issued at ₹75; 50% paid on application.
• Post-rights paid-up capital: ₹17.60 crore.
• Authorized capital: ₹20 crore; no sweat equity issued in FY26.
• Rights proceeds remained unutilized as of 31 March 2026.
• IOGems acquisition and capex plans funded by rights proceeds.

Subsidiaries & group

• IOGEMS Technologies Private Limited: 51% owned; acquired 23 Jan 2026; EMS.
• Subsidiary FY26 revenue ₹12,487.61; PAT ₹(18,902.70).
• Form AOC-1 annexed; consolidation included in group accounts.
• Policy for determining material subsidiaries published on company website.

Governance & board changes

• Chandar Vir Singh Juneja continuation beyond 75 approved up to 8 Jan 2027.
• Ritesh Kapoor appointed Aug 7 2025; regularised at AGM Sep 1 2025.
• Manju Bhardwaj reappointed; retire by rotation.
• ED remuneration revised to ₹3.5 lakh/month; five-year tenure.
• Sitting fees: ED not entitled.
• KMPs: CFO Narendra Kumar Jain; Company Secretary Pankhuri Mathur.
• Statutory Auditor Bhagi Bhardwaj Gaur & Co; Internal Auditor Vimal Jain & Associates; Secretarial Bir Shankar & Co.
• Board met 11 times in FY25-26; governance policies on website.

CSR & ESG

• CSR obligation: 2% of average net profit; ₹7,920.31.
• CSR expenditure: ₹8,521.79; Rural Development ₹5,469.30; Education ₹3,052.49.
• Policy available on website; CSR committee not required due to threshold.
• No unspent CSR balance reported.

Annual meeting & investor info

• 40th AGM: 1 Sep 2026 via VC.
• Remote e-voting: 29-31 Aug 2026; cut-off 25 Aug 2026.
• Stock code 517246; listed on BSE; listing fees paid.
• Dividend not declared for year.

Audit flags & risk management

• Audit committee: Chandar Juneja (Chair); Richa Bhansali; Anurag Gupta; Ritesh Kapoor.
• Board: 7 directors; 3 independent; 1 woman.
• Internal controls robust; no material weaknesses reported.
• Secretarial audit: no qualifications; Annexure-B attached.

AGM Details

• Date/time: 1 September 2026 at 11:00 A.M., via Video Conferencing.
• Remote e-voting window: 29 August 2026, 9:00 A.M. to 31 August 2026, 5:00 P.M.
• Record date for voting: 25 August 2026.
• Notice and annual report sent electronically to registered email addresses.
• MUFG Intime India Private Limited appointed for remote e-voting and VC participation.
• Scrutinizer: Naresh Samkaria of Samkaria & Associates.
• Board approved: 08 August 2026.

Board resolutions

• Board meeting held on 8 August 2026.
• Approved Notice of the 40th AGM and scheduled date/time.
• Fixed cut-off date for e-voting: 25 August 2026.
• E-voting window: 29-31 Aug 2026, 9:00 AM–5:00 PM.
• Appointed Naresh Samkaria as Scrutinizer for AGM e-voting.
• Continuation of Chandar Vir Singh Juneja as Non-Executive Independent Director beyond age 75.
• Approved loans/guarantees/securities to directors or related parties.
• Revision of Abhinav Bhardwaj's terms as ED; 1 Sep 2025 to 31 Aug 2030; salary Rs 3.50 lakh/month.

Issue Overview

• Rights issue of Equity Shares.
• Total issue size disclosed; no undersubscription or revision indicated.
• Main use: capex, loan repayments, Iogems Technologies Private Limited investment, and general corporate purposes.

Utilisation of Proceeds

• Utilisation as per offer document; no material deviation observed.
• Machinery cost increase; revised cost allocations; GCP allocation revised downward.
• Capex: 4.53 utilised; 8.78 unutilised; ongoing.
• Unsecured loans: 3.80 utilised; 1.10 unutilised.
• Secured loans: 0 utilised; 2.00 unutilised.
• Investment in Iogems Technologies Private Limited: 8.00 utilised; 5.00 unutilised.
• GCP: 0.33 utilised; 0.43 unutilised.
• Issue expenses: 0.48 utilised; 0.00 unutilised.
• Unutilised funds parked in SBI Monitoring Account 10.78 crore.
• SBI FDs totaling 6.00 crore maturing 26-12-2026 at 5.65%.
• Delays: Capex, loans, IO Gems, GCP ongoing; Issue Expenses completed.

Governance and Compliance

• Approvals obtained: All Government/statutory approvals obtained.
• No material events affecting viability reported.
• No adverse regulatory actions disclosed.
• No other information likely to affect investor decisions.

General Corporate Purpose

• GCP utilised: 0.33 crore; original 0.76 revised.
• Board approval obtained for allocation per April 29, 2026 resolution.
• Excess issue expenses adjusted to GCP per LOF.

Board meeting

• 83rd Board Meeting held on 8 August 2026.
• Approved unaudited standalone and consolidated results for quarter ended 30 June 2026.

Financial results & reviews

• Limited Review Reports on standalone and consolidated results placed on record.
• Standalone Q1 FY2026 revenue ₹2,519.52 Lakhs; total income ₹2,536.15 Lakhs.
• Consolidated Q1 FY2026 revenue ₹2,526.75 Lakhs; total income ₹2,538.48 Lakhs.
• PAT: standalone ₹385.81 Lakhs; consolidated ₹361.86 Lakhs.
• Revenue revision of ₹1.67 Crore recognized in quarter.

Deviations & auditor review

• No deviation in utilization of equity proceeds vs objects.
• Independent auditor’s review confirms no material misstatement.