GHV Infra Projects Ltd

Promoter to public reclassification

• AGM 49th held Sept 25, 2026 approved ordinary resolution to reclassify Husena A Musamji from Promoter to Public.
• No-objection from BSE received; letter dated Aug 17, 2026.
• Promoter shareholding of Husena A Musamji: 3,750,000 shares, 5.20%.
• Post-reclassification, she will not be reported as Promoter in future SEBI LODR disclosures.
• Outgoing promoter Husena A Musamji confirms no more than 10% shareholding.
• No direct or indirect control over company.
• No special rights through formal or informal agreements.
• No board representation or key managerial personnel role.
• Board authorized to take steps to give effect to reclassification.
• Company reaffirms minimum public shareholding compliance; trading not suspended.

Typographical correction to EPC intimation

• Subject relates to EPC contract for Erisha Smart Manufacturing Hub at RAKEZ, Ras Al Khaimah, UAE.
• Typographical correction: '2nd Week of September 2026' should read '4th Week of September 2026'.
• Applies to intimation dated September 27, 2026 and Annexure A clause d.

GHV Infra Projects Limited — Trading Window closed from October 01, 2026 and shall remain closed upto 48 hours after the declaration of the Unaudited Financial Results (Standalone and Consolidated) for the quarter and half year ended September 30, 2026.

EPC contract update

• EPC contract for Erisha Smart Manufacturing Hub at RAKEZ is concluded in the 2nd week of September 2026.
• Parties to the contract are Rana Exim FZ-LLC and GHV Infra FZ-LLC, a wholly owned subsidiary.
• Delay factors include delayed Master Plan approval by RAKEZ and ongoing West Asia war creating uncertainty.
• GHV issued suspension notice on August 17, 2026 for material default and lack of financial arrangements.
• Project activities have been suspended in the 2nd week of September 2026 pending compliance.
• Financial impact is currently unquantified; future disclosures will be made when possible.
• Master Plan approval remains pending from the Employer.

AGM Details

• AGM conducted in 2026; remote e-voting results with Scrutinizers’ Report.

Key Resolutions

• Adoption of Audited Financial Statements for the year ended March 2026; Ordinary.
• Appointment by rotation of a director; Ordinary.
• Reclassification of promoter to Public category; Ordinary.
• Remuneration payable to Cost Auditor for the year ratified; Ordinary.
• Appointment of Independent Director on board (Special 1).
• Appointment of Independent Director on board (Special 2).
• Appointment of Independent Director on board (Special 3).

Voting Results

• Adoption of Audited Financial Statements: Passed; all votes in favour.
• Director by rotation: Passed; all votes in favour.
• Promoter-to-Public reclassification: Passed; all votes in favour.
• Cost Auditor remuneration: Passed; all votes in favour.
• Independent Director appointment 1: Passed; all votes in favour.
• Independent Director appointment 2: Passed; all votes in favour.
• Independent Director appointment 3: Passed; all votes in favour.

Director Changes

• Three independent directors appointed to the board.
• Rotation-based director reappointed.

Auditor Appointments

• Remuneration payable to Cost Auditor ratified.

Dhanraj Tawade — Independent Director

• Appointed for a first five-year term, Aug 10, 2026 to Aug 9, 2031.
• Reason: approved by 49th AGM on Sep 25, 2026.
• Profile: civil engineering/infrastructure professional with ~37 years; retired as Member (Technical), NHAI.
• Relation: not related to any Director(s) of the Company.
• Status: not debarred by SEBI or other authorities.

Manoj Aggarwal — Independent Director

• Appointed for a first five-year term, Aug 10, 2026 to Aug 9, 2031.
• Reason: approved by 49th AGM on Sep 25, 2026.
• Profile: retired IAS officer, 1990 Gujarat cadre; 45+ years in governance, infrastructure, rural development.
• Relation: not related to any Director(s) of the Company.
• Status: not debarred by SEBI or other authorities.

Swarup Dasgupta — Independent Director

• Appointed for a first five-year term, Aug 10, 2026 to Aug 9, 2031.
• Reason: approved by 49th AGM on Sep 25, 2026.
• Profile: banking professional with 40+ years in corporate credit, risk, governance.
• Current role: Advisor - Corporate Credit, Punjab & Sind Bank.
• Relation: not related to any Director(s) of the Company.
• Status: not debarred by SEBI or other authorities.

Promoter to public: Husena Madam

• Reclassification from promoter to public shareholder category.

AGM details and resolutions

• AGM held on Sep 25, 2026 at 03:00 P.M. IST via VC/OAVM.
• Ordinary: Adoption of Audited Financial Statements and Board/Auditors' Reports.
• Ordinary: Reappointment of Shivrudrappa Hanjage by rotation (DIN 08525894).
• Ordinary: Ratify Cost Auditor remuneration for FY 2026-27.
• Special: Appoint Dhanraj Tawade as Independent Director (DIN 02911849).
• Special: Appoint Manoj Aggarwal as Independent Director (DIN 07189255).
• Special: Appoint Swarup Dasgupta as Independent Director (DIN 09138124).
• Ordinary: Reclassification of promoter category to Public.
• Voting results to be declared within 2 working days; combined voting.
• Meeting duration: 03:00–03:40 P.M., including 15 minutes voting.

Financial performance

• Standalone revenue from operations rose to Rs 605.53 crore; up 328% YoY.
• Standalone PAT Rs 42.26 crore; up from Rs 17.15 crore.
• Standalone PBT Rs 57.28 crore.
• Total comprehensive income Rs 42.44 crore for FY2025-26.
• Standalone EPS (Adjusted) Rs 5.86; Diluted Rs 5.68.
• Consolidated EPS Rs 6.80.

Order book & geography

• Order book Rs 9,100 crore as at Mar 31 2026; rose to Rs 19,000 crore by Jun 2026.
• Domestic vs international mix: 46% India, 54% international.
• International footprint across UAE, USA, Cameroon.
• Six-vertical portfolio; energy and data center in development.
• Industry recognition: Emerging Contractor of the Year at RAHSTA 2026.

Capital structure & dividends

• Authorized share capital Rs 66 crore; paid-up Rs 36.04 crore.
• Post bonus and split, 7.2075 million shares; paid-up Rs 36.04 crore.
• No dividend declared for FY2025-26.
• CSR: Rs 20 lakh spent; excess Rs 4.84 lakh carry forward.
• Promoter Husena Musamji reclassified to Public; BSE no-objection received.
• Company Secretary Daksh Mewada appointed July 24, 2025.

Governance & risk

• Independent directors Tawade, Aggarwal, Dasgupta appointed Aug 10, 2026.
• Ravi Seth appointed as Independent Director Aug 2025.
• Auditors: Manubhai & Shah LLP; Secretarial: Kothari H.
• Board meetings in FY2025-26: 7; ID meeting held Feb 13, 2026.
• Internal controls robust; no material audit flags.
• KMP changes: Mewada appointed CS; Sadanand Shetty CFO.

Subsidiaries & joint ventures

• Wholly owned subsidiary GHV Infra FZ LLC (Dubai) 100%.
• Joint venture GHV Infra Projects-RKS-TCIPL; GHVI 65%, Tejas 30%, Rakesh 5%.

Outlook & opportunities

• FY2026-27 outlook: order book above Rs 19,000 crore; multi-year visibility.
• Opportunities: energy and data center sectors; UAE, USA, Africa expansion.
• Risks: competition, commodity price volatility, working capital, regulatory changes.
• Management focus: accelerate execution, improve working capital, strengthen digital systems.

AGM Details

• Date and time: 25 September 2026, 03:00 PM IST
• Mode: VC/OAVM
• e-voting cut-off: 18 September 2026
• Remote e-voting window: Sep 22–24, 2026

Resolutions

• Item 3: Ratify Cost Auditor remuneration for FY 2026-27 (Ordinary)
• Item 4: Appoint Dhanraj O. Tawade as Independent Director (Special)
• Item 5: Appoint Manoj Aggarwal as Independent Director (Special)
• Item 6: Appoint Swarup Dasgupta as Independent Director (Special)
• Item 7: Reclassify promoter to public category (Special)

Directors & Auditor

• Independent Directors appointed: Tawade, Aggarwal, Dasgupta
• Tawade term: until Aug 9, 2031
• Cost Auditor remuneration ratified for FY 2026-27

Other Approvals

• Promoter to public reclassification approved