Charms Industries Ltd

Charms Industries Limited — Trading Window closes from 1 October 2026 and shall reopen after 48 hours from the conclusion of the Board Meeting for the Un-Audited Financial Results for the quarter and half year ending 30 September 2026 (both days inclusive).

Financial performance

• Revenue from operations for FY2025-26: ₹0; total income ₹21.33k.
• Profit after tax: loss ₹1,999.68k in FY2025-26.
• EPS: basic -₹0.49.
• Net worth at year-end: negative ₹1,814.98k.
• Borrowings ₹4,025.00k; cash and cash equivalents ₹705.63k.
• Share capital ₹41,061.00k; authorized capital ₹45,000.00k.

Capital structure & post-year events

• NCLT approved capital reduction; paid-up capital reduced to ₹41,06,100.
• Record date fixed May 20, 2026.
• Listing approval for new shares obtained August 14, 2026.
• MOA altered; new objects clause with revised scope.
• Articles of Association adopted; governance updated.
• Authorised capital remains ₹4.50 crore; post-reduction paid-up ₹0.41061 crore.

Operations & business developments

• FY2025-26 revenue nil; Sponge Iron/DRI segment started June 2024.
• Company exploring agricultural produce trading and allied segments.
• FFMC business discontinued after RBI cancellation.
• No Sponge Iron revenue in FY26.

Governance & audit

• Independent directors changed; Ashok Mankodi and Dilip Joshi appointed.
• Gandhi and Rupapara ceased Sept 2025.
• Audit Committee chaired by Ashok Mankodi; three members.
• Secretarial auditor changed Aug 2026; Nisarg Sharma appointed.
• Statutory auditors Ashit N Shah & Co; unmodified opinion.
• Promoter holding partly in physical form; 4,840 shares remain.

Shareholding & liquidity

• Remote e-voting Sept 27-29, 2026; cutoff Sept 23.
• AGM on Sept 30, 2026.
• Promoter shares in physical form persist for 4,840 shares.
• No material related-party transactions in FY26.

Risks & outlook

• Outlook depends on establishing revenue-generating operations.
• Risks: commodity price volatility, regulatory compliance, liquidity, counterparty risk.
• Management notes ongoing capital restructuring to improve finances.

AGM details

• 34th AGM on 30 September 2026 at 1:30 PM IST, at registered office (physical).
• Remote e-voting available 27-29 September 2026; cut-off 23 September 2026.
• Record date for notices: Register of Members/Beneficial Owners as on 28 August 2026.
• Notice dispatch and availability on company website; venue route map included.

Resolutions

• Ordinary: adopt Audited financial statements for FY2025-26 with Boards' and Auditors' reports.
• Ordinary: re-appoint Parth Shivkumar Chauhan as Director, who retires by rotation.
• Ordinary: appoint Nisarg Sharma & Associates as Secretarial Auditor for five years; max ₹2 lakh/year.
• Special: alter object clause and adopt new MOA.
• Special: adopt new set of Articles of Association.

Key updates

• Board approved FY2025-26 Board Report and finalisation of the Annual Report.
• AGM scheduled for Sept 30, 2026 at registered office, 1:30 PM.
• Cut-off date for member eligibility for remote e-voting: Sept 23, 2026.
• Appointed Nisarg Sharma & Associates as Scrutinizer for AGM e-voting.
• Proposed appointment of Nisarg Sharma & Associates as Secretarial Auditor for FY2026-31.
• MOA to remove Money Changer and add iron/steel, DRI, pharma, hospitality, real estate, infra.
• Retains IT/Software/HW objects; authorized share capital ₹4.5 crore post reduction.
• New MOA and AOA to be adopted per Companies Act 2013, subject to member approval.
• Adoption of new Articles of Association aligned with 2013 Act; replaces existing Articles.
• Board meeting duration: 3:30 PM to 5:15 PM.

Financial results

• Unaudited standalone financial results for quarter ended 30 June 2026 approved with Limited Review Report.

Secretarial Auditor changes

• Resignation of M/s SIV & Associates as Secretarial Auditor effective 13 August 2026.
• Appointed M/s Nisarg Sharma & Associates as Secretarial Auditor from 14 August 2026, until ensuing AGM.

Trading window

• Trading window closed from July 1, 2026; reopens after 48 hours from results declaration.

Capital reduction and going concern

• Emphasis of matter: NCLT Ahmedabad approved paid-up capital reduction; record date 20 May 2026.
• Auditor notes going-concern uncertainty due to nil revenue and pending orders; statements prepared on going concern basis.

Meeting Details

• Date: Friday, 14 August 2026.
• Time: not disclosed.
• Location: Corporate Office, 108-B/109 Sampada Building, Mithakhali Six Roads, Ahmedabad 380009.

Key Agenda Items

• Un-Audited financial results for quarter ending 30 June 2026 to be considered.
• Any other matter with chair and directors' permission.

Other Notes

• Trading window closed for designated persons from 01 July 2026; opens 48 hours after results declaration.

Dematerialisation processing and listing status

• Dematerialisation requests up to the reporting period were confirmed to depositories as accepted or rejected.
• Securities dematerialised have been listed on the stock exchange where the earlier issued securities are listed.
• Physical certificates for dematerialisation were mutilated and cancelled, with depository name substituted as registered owner within 15 days.

Charms Industries Limited – Trading Window closed from 1st July, 2026; shall reopen after 48 hours from the conclusion of the Board Meeting for consideration and approval of the Un-Audited Financial Results for the quarter ending 30th June, 2026