Imec Services Ltd

IMEC Services Limited: Trading Window closed from October 1, 2026, till 48 hours after the announcement of the Unaudited Financial Results for the quarter ending September 30, 2026, along with the Limited Review Report thereon

AGM details

• AGM held on September 25, 2026 at 03:00 P.M. IST via VC/OAVM.
• Remote e-voting window: Sept 22–24, 2026.
• Cut-off date for remote voting: Sept 18, 2026.
• Total shareholders on cut-off: 10,513.
• Meeting conducted via VC/OAVM with 59 attendees (Promoters 4, Public 55); no physical meeting or proxy.

Key resolutions

• Item 1: Ordinary resolution to adopt standalone financial statements for year ended 31 March 2026.
• Item 2: Ordinary resolution for re-appointment of Rajesh Soni (DIN: 00574384) retiring by rotation.
• Item 3: Ordinary resolution to appoint Anjali Jain as Independent Woman Director.
• Item 4: Ordinary resolution to appoint Girdhari Sagarvanshi as Whole-Time Director and designate CEO & KMP.

Voting results

• Item 1: Passed; near-unanimous with minimal opposition.
• Item 2: Passed; near-unanimous.
• Item 3: Passed; near-unanimous.
• Item 4: Passed; near-unanimous.

Dividend

• Dividend: No dividend proposed or declared.

Director changes

• Rajesh Soni re-appointed following rotation.
• Anjali Jain appointed as Independent Woman Director.
• Girdhari Sagarvanshi appointed Whole-Time Director and designated CEO & KMP.

AGM outcomes

• AGM held via VC/OAVM on 25 Sep 2026 to discuss FY2025-26 results.
• Adoption of audited standalone financial statements for the year ended 31 March 2026.
• Statutory Auditor's Report had no qualifications, observations, or adverse remarks.
• Secretarial Auditor's Report contained observations; corrective measures to be implemented.
• Re-appointment of Mr. Rajesh Soni as Non-Executive Director.
• Appointment of Ms. Anjali Jain as Independent Woman Director for five years from 14 Aug 2026.
• Appointment of Mr. Girdhari Sagarvanshi as Whole-Time Director & CEO for five years from 14 Aug 2026.
• Remotely started e-voting 22–24 Sep 2026; results to be submitted to stock exchange.
• No voting by show of hands during AGM.
• Meeting duration: 3:00 PM to 3:22 PM.

AGM details

• 38th AGM on Sept 25, 2026 at 03:00 PM IST via VC/OAVM.
• Remote e-voting window: Sept 22, 2026 10:00 AM to Sept 24, 2026 5:00 PM.
• Cut-off date for voting eligibility: Sept 18, 2026.

Governance changes

• Ms. Anjali Jain appointed Independent Woman Director, effective Aug 14, 2026.
• Mr. Girdhari Sagarvanshi appointed Whole-time Director, CEO and KMP for 5 years.
• Remuneration details approved by Board; subject to Schedule V.
• Rajesh Soni re-appointed Non-Executive Director, liable to retire by rotation.

Financial highlights FY2025-26

• FY2025-26 revenue: 23.01 lakhs; other income: 24.31 lakhs.
• PBT: -213.86 lakhs; PAT: 621.05 lakhs.
• Net worth: 3,318.76 lakhs.

Financial performance

• Standalone revenue from operations: 23.01 Lakh; total income: 47.32 Lakh.
• PAT: 621.05 Lakh, down from 2541.91 Lakh last year.
• EPS: Rs 32.68, down from Rs 133.78.
• Total comprehensive income: Rs 623.05 Lakh vs Rs 2542.09 Lakh prior year.
• Net worth: Rs 3,328.76 Lakh, up from Rs 2,705.72 Lakh.
• Deferred tax (net) at year-end: Rs 834.91 Lakh.

Segment performance

• Service revenue: 23.01 Lakh; Trading revenue: 0; Unallocable income: 24.31.
• Segment PBIT: Service -80.02; Trading 15.66; Unallocable -133.64.
• Total segment PBIT: -213.86 Lakh; PAT by segment: 621.05 Lakh.

Dividend and capital allocation

• Dividend for FY2025-26: not declared.
• Share capital: Rs 1.90 crore; Authorized capital Rs 67.25 crore; no change.
• CSR obligation: Rs 16.88 L; unspent transferred; later utilised for approved CSR projects.
• General reserve: no amount transferred this year.

Governance and board changes

• Girdhari Sagarvanshi appointed WTD, CEO, and KMP for five years from Aug 14, 2026.
• Anjali Jain appointed as Independent Woman Director for five years from Aug 14, 2026.
• Kamna Talreja resigned as Independent Director on June 5, 2026.
• Rajesh Soni to be reappointed as Non-Executive Director liable to retire by rotation.
• Board met four times in FY2025-26; ID meeting held on Feb 14, 2026.

Audit, risk & controls

• Statutory auditor SCAN & Co; Emphasis on contingent liabilities in audit report.
• Secretarial audit by B Maksi Wala; several compliance observations.
• Internal audit: Nahata Mahajan & Co; reappointed for 2026-27.
• CFO certificate on financial statements submitted.
• Related party transactions are in the ordinary course and arm's length.

CSR policy & sustainability

• CSR policy adopted; 2% of average net profit earmarked for CSR.
• CSR spend for FY2025-26 largely unspent; Rs 16.88 L carried to unspent CSR.
• Subsequent utilisation: CSR amount used on approved CSR projects.

Outlook and risks

• MD&A notes positive outlook for Indian services sector; growth opportunities in professional services.
• Risks include macroeconomic volatility, regulatory changes, competition, and tax changes.

Appointment of Independent Woman Director

• Appointment of Ms. Anjali Jain as Additional Director in the capacity of Independent Woman Director.
• Effective from August 14, 2026, for a first term of five consecutive years.
• Subject to approval of the members at the ensuing AGM.
• Brief profile: Associate Member of ICSI with over 9 years in secretarial compliance.
• Expertise in secretarial matters, governance and regulatory compliances.
• Ms. Anjali Jain is not related to any Directors.
• Board recommended by Nomination and Remuneration Committee.
• Impact on board/committee composition: appointment adds Independent Woman Director, pending AGM approval.

Key highlights

• Board approves unaudited standalone results for quarter ended June 30, 2026; Limited Review unmodified.
• Contingent liability of ₹61.58 lakh for Customs/DGFT export obligations; dispute ongoing before CESTAT.
• Q1 FY2026-27 consultancy expense ₹8.26 lakh; revenue from operations ₹0.83 lakh in the quarter.