FGP Ltd

FGP Limited trading window closed from Thursday, October 01, 2026 until forty eight hours after the declaration of Unaudited Financial Results for the quarter and half year ending September 30, 2026

Regulatory demand from Maharashtra Labour Welfare Board

• Demand notice received September 1, 2026 for alleged default in six-monthly contributions (June 1998–June 2025).
• Total demand Rs 3,913,712, including penal interest Rs 2,943,176.
• Reference No. MLWB/CONTEEG/DN-326/12036; notice dated May 14, 2026.
• Company is evaluating the notice and will contest the demand.
• Period covered by the notice is June 1998 to June 2025.

Transaction summary

• Target Company: FGP Limited.
• Disclosing Party: Instant Holdings Limited and PACs; promoter group.
• Transaction Type: Acquisition of equity shares by promoter group.
• Pre-Transaction Holding: 5,185,432 shares (43.60% voting rights).
• Transaction Details: 239,787 shares acquired (2.02%), equity shares, via open market (BSE).
• Post-Transaction Holding: 5,425,219 shares (45.62%).
• Dates of Transaction: 05 May 2026 to 26 Aug 2026 (multiple dates).
• Share Capital Context: before/after 11,895,051 shares; no dilution.

Key disclosures

• Board approved unaudited financial results for quarter ended 30 June 2026; Limited Review Report attached.
• Standalone results approved; accompanying consolidated segment information presented.
• Commodity trading identified as a separate reportable segment from Oct 2025.
• Commodity trading operations commenced in Oct 2025; comparatives relate to pre-commencement period.

AGM Details

• Date and time: 30 July 2026 at 11:00 IST.
• Mode: VC/OAVM.
• Attendance: 71 members via VC/OAVM.
• Meeting concluded at 11:47 IST.

Resolutions & Voting

• Adoption of Audited Financial Statements; Ordinary; passed with 92 in favour, 2 against.
• Re-appointment of Hari Narain Singh Rajpoot; Ordinary; passed with 92 in favour, 2 against.
• Appointment of Pradeep Pathare as Independent Director for five years from May 12, 2026 to May 11, 2031; Special; passed.
• Re-appoint Shweta Musale as Independent Director for five years from Nov 12, 2026 to Nov 11, 2031; Special; passed.

Dividend

• No dividend proposed or declared.

Director Changes

• Pathare appointed as Independent Director for five years from May 12, 2026.
• Musale re-appointed as Independent Director for five years from Nov 12, 2026.
• Rajpoot re-appointment on rotation basis.

Auditors & RPTs

• No changes to statutory/secretarial auditors announced at AGM.
• No material related party transactions approved.
• No other material approvals disclosed.

Meeting Details

• Board meeting on August 04, 2026; time and venue not disclosed.

Key Agenda Items

• Consider and approve unaudited quarterly results for quarter ended June 30, 2026; take on record Limited Review Report.

Other Notes

• Trading window closed from July 1, 2026 to 48 hours after results; reopens August 7, 2026.

Financial highlights

• Total income rose to Rs 252.64 lakhs from Rs 50.70 lakhs.
• Profit after tax: Rs 7.28 lakhs, versus a loss of Rs 3.28 lakhs.
• Earnings per share (basic and diluted): Rs 0.06.
• Commodity trading division commenced; contributed to income.
• Total expenses rose to Rs 245.22 lakhs from Rs 50.56 lakhs.
• Net cash from operations Rs 38.61 lakh; investing Rs 71.32 lakh.

Segments & revenue

• Commodity trading revenue Rs 170.52 lakhs; Business Centre revenue Rs 26.18 lakhs.
• Total segment revenue Rs 196.70 lakhs; unallocable nil.
• Investments in mutual funds Rs 243.51 lakh (FVTPL).

Liquidity & balance sheet

• Total assets Rs 379.05 lakh; total equity Rs 341.67 lakh.
• Cash and cash equivalents Rs 2.50 lakh.
• Bank balances Rs 109.90 lakh.
• Net cash from operating activities Rs 38.61 lakh.
• Net cash increase during year Rs 109.93 lakh.

Dividend & reserves

• Dividend not declared due to carried-forward losses.
• Reserves and surplus negative; total equity stands Rs 341.67 lakh.
• Object clause altered to permit commodity trading.

Governance & board changes

• Pathare appointed Independent Director for five years from May 12, 2026.
• Shweta Musale reappointed as Independent Director for 2026–2031.
• Hari Narain Singh Rajpoot to rotate; reappointment recommended.
• Board meetings held: four in the year.

Audit & internal controls

• Statutory auditors MVK Associates; Internal auditors Vivek M. Tamhane & Co; Secretarial Parikh Parekh.
• No audit qualifications; no fraud reported.
• Whistle blower policy in place; no complaints.

Related party transactions

• No material related party transactions; arm's-length remuneration to KMP.
• Remuneration to KMPs and SMPs: Rs 28.45 lakh.
• Non-exec director sitting fees total Rs 0.89 lakh.

Risks & outlook

• Commodity price risk mitigated via hedging; no foreign exchange exposure.
• Outlook: commodity trading to support growth; real estate remains challenging.
• Internal controls robust; Audit Committee monitors risks.

Regulatory & corrigendum

• Corrigendum issued for page 45; director Musale name repeated; corrected AR online.
• 64th AGM on 30 July 2026 via VC/OAVM; remote e-voting window July 27-29.

AGM and AR access

• 64th AGM scheduled for July 30, 2026 via VC/OAVM.
• Annual Report 2025-26 and AGM Notice accessible online at fgpltd.in.
• Letters sent to shareholders without registered emails under LODR.
• Path to AR on site: FINANCIALS, Annual Reports, FY 2025-26.
• Remote e-voting window from July 27, 2026 to July 29, 2026.
• Cut-off date for remote e-voting: July 23, 2026.
• KYC updation and dematerialisation of physical shares advised per SEBI Master Circular.