Bizotic Commercial Ltd

Bonus issue

• Board approves allotment of 4,82,10,000 bonus equity shares of Rs 10 at 5:1.
• Record date fixed as 17 August 2026.
• Post-allotment paid-up share capital becomes Rs 57,85,20,000.
• Pre-allotment paid-up capital was Rs 9,64,20,000.
• Bonus shares rank pari-passu with existing equity shares.

Record date and bonus issue details

• Issuer: Bizotic Commercial Ltd; 5:1 bonus on Rs 10 equity shares.
• Record Date: 17 August 2026; Deemed allotment: 18 August 2026.
• Security: Equity shares.

Dematerialisation status

• No dematerialisation/rematerialisation requests were received from depository participants during the period.
• No processing of such requests occurred.
• No physical certificates were mutilated or cancelled, and no depository name substitution occurred within the 15-day timeline.

Financial performance

• Sales rose to ₹25,078.65 Lakh in FY26 from ₹11,194.68 Lakh.
• Profit before tax ₹2,492.60 Lakh, up from ₹628.92.
• Net profit after tax ₹1,808.87 Lakh, up from ₹428.62.
• Current tax ₹640.27 Lakh; deferred tax ₹43.46 Lakh.
• Transfer to general reserve ₹1,808.87 Lakh.
• Dividend not recommended for the year.
• Total turnover FY26 ₹25,078.65 Lakh; YoY growth ~124%.

Capital structure & share capital

• Authorized share capital increased to ₹11.27 crore.
• Paid-up capital rose to ₹9.378 crore via warrants conversion.
• 13,38,000 warrants converted to equity this year.
• Remaining 2,64,000 warrants converted after year-end.
• Preferential issue of 16,02,000 convertible warrants; proceeds for working capital.
• Withdrawal of preferential issue for 7,68,000 shares.
• No differential rights or ESOP issued.

AGM & corporate actions

• 10th AGM on 01 Aug 2026 at 12:00 PM via VC/OAVM.
• Notice of AGM and Annual Report uploaded on company site.
• Record date for e-voting: 24 July 2026.
• Remote e-voting window: 29-31 July 2026.
• Scrutinizer for e-voting: CS Jinang Shah.
• Statutory auditors appointed: Shweta Jain & Co LLP.
• Guidelines for meeting join/participation included in notice.

Governance & board changes

• Hareshkumar Suthar resigned as Independent Director on 25 Jun 2026.
• Dipak Hariprasad Dave appointed CFO on 07 May 2026.
• Dipak Hariprasad Dave appointed Additional Director on 21 May 2026.
• Sapna Sushil Saini appointed Company Secretary on 31 Jan 2026.
• Bhavika Jain appointed CS on 23 May 2025; resigned 31 Jan 2026.
• Inderpreet Kaur Gulati resigned as Exec Director & CFO on 13 Feb 2026.
• Board size at report date: 4 directors (2 Independent, 1 Executive, 1 MD).

Auditors & internal controls

• J Singh & Associates resigned; Shweta Jain & Co LLP appointed as statutory auditors.
• Auditors’ report: unmodified; no qualifications.
• Secretarial auditor: Jinang Shah & Associates appointed.
• Internal controls: adequate; board reviews reports regularly.

Related party transactions

• Form AOC-2 discloses related-party transactions.
• Promoter Sangita Aggarwala unsecured loan repaid ₹1,048.26 Lakh.
• Promoter Sangita Aggarwala share warrants issued ₹1,344.82 Lakh.
• MD Sanjay Gupta remuneration ₹24.00 Lakh.
• Inderpreet Gulati remuneration ₹15.12 Lakh.
• Bizotic Dynamics warrant issued ₹580.00 Lakh.
• Bizotic India warrant issued ₹672.80 Lakh.
• Bizotic Industries warrant issued ₹997.60 Lakh.
• Bizotic Nexus warrant issued ₹899.00 Lakh.
• MD Sanjay Gupta loan given ₹13.50 Lakh; repaid ₹13.85 Lakh.
• Directors’ salaries: Hareshkumar Suthar ₹0.48 Lakh; Avani Shah ₹0.48 Lakh; Juhi Sawajani ₹0.48 Lakh.

Business operations & strategy

• Urban United and YARD brands; 16 retail outlets nationwide.
• Large-format YARD store opened in Ahmedabad.
• Fabric wholesale arm offers premium fabrics from domestic and international suppliers.
• Integrated design, marketing, retail model delivering quality, style, affordability.
• Expansion of retail footprint in high-growth markets.
• Technology across inventory, supply chain, and customer engagement.

Risks & outlook

• Positive long-term Indian apparel outlook; branded menswear growth in urbanising markets.
• Risks: raw material price volatility, FX fluctuations, competition, inflation.
• Regulatory/compliance costs may affect margins.
• Focus on retail expansion, brand strengthening, and cost optimization.

Capital changes and bonus issue

• Authorized share capital increased from Rs 11.27 crore to Rs 57.86 crore, pending shareholder approval.
• Bonus issue at 5:1; 4,82,10,000 new shares; post-capital Rs 57.85 crore.
• Bonus funded from securities premium and/or free reserves as on 31 March 2026.

AGM timing and voting

• AGM to be held on 01 August 2026 at 12:00 PM via VC/OAVM.
• Cut-off for AGM notice eligibility: 04 July 2026.
• EVoting eligibility cut-off: 25 July 2026; window 29–31 July 2026.
• NSDL appointed for remote e-voting and VC/OAVM facilities.
• Annual Report and AGM documents approved.

Auditors and internal controls

• Internal auditor appointed: Sarang Shivajirao Chavan And Associates for FY 2026-27.
• Statutory auditor Shweta Jain & Co LLP appointed for five years.
• Term to conclude at the 15th AGM; subject to shareholder approval.
• Remuneration to be decided by the Board per Audit Committee recommendation.

Board changes and key appointments

• Re-appointment of Sanjaykumar Gupta as Managing Director, liable to rotation.
• Independent Director Hareshkumar Suthar resigned, effective 25 June 2026.

Reporting and approvals

• Annual Report including Directors' Report for year ended 31 March 2026 approved.