Gleam Fabmat Ltd

AGM Details

• Date and time: 29 September 2026 at 03:30 P.M.; VC/OAVM mode.
• Meeting concluded at 03:42 P.M.; 15 minutes post-meeting e-voting window.
• Attendance: 11 members present.

Ordinary Business

• Item 1: Adopt audited financial statements for year ended 31 March 2026.
• Item 2: Reappoint Jagdip Panachand Vora on rotation.

Special Business

• Item 3: Regularize Nirav Khatri as Managing Director.
• Item 4: Regularize Urvik Dipakbhai Joshi as Independent Director.
• Item 5: Regularize Vicky Dipakkumar Shah as Director.
• Item 6: Borrowing power up to Rs 100 crores.
• Item 7: Increase limits to create charge on assets.
• Item 8: Loans/guarantees/investments under Section 186.
• Item 9: Loans to related parties under Section 185.

Voting Status

• Voting results not disclosed in excerpt; Scrutinizer report to be submitted separately.

Directors & Appointments

• Nirav Khatri appointed as Managing Director.
• Urvik Joshi appointed Independent Director.
• Vicky Shah appointed Director.
• Jagdip Panachand Vora to be reappointed.

Auditors & Scrutinizer

• Scrutinizer appointed for e-voting process.
• No change to statutory/secretarial auditors disclosed.

Glaam Up Jwel Limited - Closure of Trading Window from 01 October, 2026 till the end of 48 hours after the declaration of Un-Audited Financial Results for the Half Year ended 30 September, 2026

Book closure and voting details

• Book closure from 23 September 2026 to 29 September 2026 (both days inclusive) for AGM.
• Purpose: 8th Annual General Meeting of Glaam Up Jwel Limited.
• AGM date and time: 29 September 2026 at 3:30 PM via video conferencing.
• Cut-off date for voting eligibility, determining remote voting entitlement: 22 September 2026.
• E-voting window: 26 September 2026, 09:00 AM to 28 September 2026, 05:00 PM.

Financial performance

• Revenue from operations: ₹1,239.27 lakh for year ended 31 March 2026.
• Total income: ₹1,239.28 lakh; expenses ₹1,222.95 lakh.
• Profit before tax: ₹16.33 lakh; net profit ₹11.87 lakh.
• Tax: current ₹4.56 lakh; deferred ₹−0.22 lakh.
• Earnings per share: Basic and Diluted ₹0.12.
• No dividend declared for FY2025-26.
• Long-term borrowings: ₹295.48 lakh; short-term borrowings: ₹243.66 lakh.
• Inventories: ₹698.99 lakh; trade receivables: ₹1,869.23 lakh.
• Current ratio 1.63; shareholders' funds ₹999.12 lakh.

Corporate actions & governance

• Name changed to Glaam Up Jwel Limited from Gleam Fabmat Limited (w.e.f. 15 Dec 2025).
• 8th AGM planned for 29 Sep 2026; via VC/OAVM with remote e-voting.
• Nirav Khatri appointed Managing Director for five years from 07 Sep 2026.
• Urvik Dipakbhai Joshi appointed Independent Director for five years from 07 Sep 2026.
• Vicky Deepakkumar Shah appointed Additional Director, Chairman, from 07 Sep 2026.
• Mr. Mayabhai Kotar resigned as Non-Executive Director on 24 Aug 2026.
• Board committees: Audit, Nomination & Remuneration, and Stakeholders Relationship Committee.
• Key management: Amit Gupta (CFO), Arjun Dhingra (Company Secretary).

Regulatory & audit disclosures

• Auditor's report is qualified due to Axis Bank default; DRT proceedings ongoing; potential going-concern risk.
• GST penalty ₹2,223.54 lakh; management to pursue remedies; no provision recognised.
• Secretarial auditor's observations noted; management to address in future.
• Internal financial controls over financial reporting not established; ICFR disclaimer.
• Corporate governance not applicable for SME listing; governance report not annexed.
• Contingent liabilities include tax disputes; no provision yet.

Business segments & operations

• Two primary segments: aluminum and allied metals trading; textiles trading.
• Stock-in-trade: ₹698.99 lakh at year-end.
• The company has a single reportable segment under AS 17.
• No subsidiary, joint venture, or associate reported.

Capital structure & liquidity

• Authorized share capital ₹10.50 crore; unchanged.
• Issued, subscribed and paid-up share capital ₹10.018 crore (1,001.8 lakh shares).
• Promoter Arun Gupta holds 27.68% equity as of 31 March 2026; transfers to heirs pending.
• Security: mortgage of director's property (Mrs. Puspha Gupta) for borrowings.
• Outstanding axis facility: ₹2 crore; default noted; DRT proceedings ongoing since 2019.
• Reserves: deficit carried; balance after year: −₹2.68 lakh.

Risks & outlook

• Auditor notes potential going concern risk if penalties materialize.
• Regulatory actions (ITC/GST) could impact liquidity; management pursuing remedies.
• New Labour Codes implemented; management expects no material impact on employee benefits.

Operations & governance context

• Operations focused on diamond and precious stones trading, with Gujarat-focused activities since GST registration in 2023.
• Internal controls and governance processes described; independent directors engaged; vigil mechanism in place.

Nirav Khatri: MD appointment

• Nirav Khatri promoted to Executive Director and MD, Sep 7, 2026; subject to member approval.
• Relationship: Brother-in-law of Vicky Shah.

Amit Gupta: designation change

• Amit Gupta designated as Non-executive Director, Sep 7, 2026.
• Relation: Son of Pushpa Gupta.

Urvik Dipakbhai Joshi: independent director appointment

• Appointment: Urvik Dipakbhai Joshi as Additional Director, Non-Executive Independent, Sep 7, 2026.
• Profile: Travel and tourism industry experience.
• Relationship: No relation to existing directors.

Vicky Deepakkumar Shah: Chairman appointment

• Appointment: Vicky Deepakkumar Shah as Additional Director, Chairman, Sep 7, 2026.
• Profile: Travel industry professional; Diploma in Travel & Tourism (2012).
• Relationship: Brother-in-law of Nirav Khatri.

Corporate office relocation

• Corporate office relocated to 909, Ship Epitome, Bodakdev, Ahmedabad; effective Sep 7, 2026.

AGM notice

• 8th AGM to be held Sep 29, 2026 via VC/OAVM.

Director's Report approval

• Director's Report for year ended 31 Mar 2026 approved.

Borrowing powers approval

• Borrowing powers under Section 180(1)(c) up to Rs 100 crore approved.

Increase in asset charge limits

• Increase in Section 180(1)(a) limits for asset charge approved.

Loans and investments approvals

• Loans/guarantees/securities/investments under Section 186 approved.

Related party loan approvals

• Loan/guarantee/security in which any director is interested approved.

Scrutinizer appointment

• Secretarial: Scrutinizer appointed for remote e-voting; M/s Amit Saxena & Associates (PCS).

Appointment: Nirav Khatri as Additional Non-Executive Director

• Appointment approved by the Board on 25 August 2026, subject to shareholders' approval.
• Nirav Khatri (DIN 11651384) appointed Additional Non-Executive Director.
• Profile: over 10 years in fashion retail with a B.Com and operations experience.
• Relationship with existing directors: No relationship disclosed.
• Board impact: addition to the board as Additional Non-Executive Director, contingent on shareholder approval.

Resignation: Mayabhai Kotar as Non-Executive Director

• Resignation of Mayabhai Bhikhabhai Kotar (DIN 11112380) as Non-Executive Director, effective 24 August 2026.
• Reason: personal reasons.
• Resignation letter attached; no further details disclosed.

Dematerialisation status

• No dematerialisation/rematerialisation requests were received during the reporting quarter.
• All shares are in dematerialised form in the reporting quarter.