Innocorp Ltd

Financial highlights

• Quarter ended 30-06-2026: net loss ₹2.86 lakh; EPS ₹-0.04.
• Total expenses ₹2.86 lakh; depreciation ₹0.88 lakh.
• Employee benefit expenses ₹0.80 lakh.
• Other operating expenses ₹1.98 lakh.
• PBT (pre-tax) ₹-2.86 lakh; tax expense nil.
• Net comprehensive income ₹-2.86 lakh.
• Earnings per share: Basic & Diluted ₹-0.04.
• Board approved unaudited results and noted Limited Review Report.
• Company operates in a single segment.
• Quarter ended 31-03-2026: net profit ₹19.74 lakh; EPS ₹0.25; total income ₹21.25 lakh.
• Year ended 31-03-2026: net profit ₹-4.19 lakh; total income ₹21.25 lakh.
• 30-06-2025: net loss ₹-8.13 lakh; EPS ₹-0.10.

AGM Details

• Date and time: 08 August 2026 at 11:00 AM IST
• Mode: Physical AGM with e-voting and ballot voting
• Record date: 31 July 2026

Key Resolutions

• Adopt audited Balance Sheet and P&L for year
• Re-appoint Lakhmi VVV Garapati by rotation
• Appoint Statutory Auditors
• Re-appoint Neralla Seshagiri Rao as Independent Director
• Re-appoint Alapati Venkata Narasimha Rao as Independent Director
• Approve Scheme for Reduction of Share Capital

Voting Results

• Item 1: Passed by requisite majority
• Item 2: Passed by requisite majority
• Item 3: Passed by requisite majority
• Item 4: Passed by requisite majority
• Item 5: Passed by requisite majority
• Item 6: Passed; one dissent (10 votes)

Directors & Independent Directors

• Re-appointment of Lakhmi VVV Garapati by rotation
• Re-appointment of Neralla Seshagiri Rao as Independent Director
• Re-appointment of Alapati Venkata Narasimha Rao as Independent Director

Auditors

• Appointment of Statutory Auditors approved

Capital Reduction

• Scheme for Reduction of Share Capital approved

RTA certificate details

• RTA Certificate under Regulation 74(5) enclosed for the quarter.

Financial snapshot

• Revenue from operations for FY2025-26: Rs 21.25 lakh.
• Total income reported: Rs 21.25 lakh.
• Net loss for the year: Rs 4.19 lakh.
• Profit before tax: Rs 0.16 lakh.
• Tax expense: Rs 4.35 lakh; net loss after tax Rs 4.19 lakh.
• EPS: Rs -0.05 for the year.
• Standalone net worth: Rs 2.2737 crore; slight year-on-year decline.
• Paid-up capital: Rs 7.9414 crore across 79,41,400 shares.
• Accumulated losses: Rs 12.4447 crore; negative equity in other reserves.
• Cash and cash equivalents: Rs 0.65 lakh at year-end.
• Short-term borrowings: Rs 383.0 lakh.
• Current ratio: 1.36x; Debt-equity: 1.68x.
• Securities premium balance: Rs 6.4705 crore; to be utilized under the Scheme.
• Total assets: Rs 6.7956 crore.

Capital reduction plan

• Scheme reduces paid-up capital by 75% to Rs 5.95 crore.
• Post-reduction equity shares: 19,85,350; 10 Rs each.
• 59,56,050 shares cancelled; 79,41,400 pre-reduction shares.
• Securities premium write-off: Rs 6.47 crore; losses written off total Rs 12.42 crore.
• Post-reduction remaining equity Rs 1.9853 crore; post-reduction shares 19,85,350.
• Record Date to determine entitlements set after Effective Date.
• Effective Date upon NCLT confirmation and ROC filing; capital reduction takes effect thereafter.
• Fractional entitlements aggregated; trustee to dispose within 90 days; proceeds to shareholders.
• No payout to creditors; listing to continue on BSE; creditor rights unchanged.
• Shareholding pattern remains pro rata; promoters/public ownership percentages preserved.

Directors and auditors

• Lakshmi Garapati to seek re-appointment as Director (retiring by rotation).
• Neralla Seshagiri Rao and Alapati Narasimha Rao to be re-appointed Independent Directors.
• M N Rao & Associates re-appointed as Statutory Auditors for five years.
• M/s Sarada Manasa & Associates engaged as Internal Auditors.
• M/s P. S. Rao & Associates re-appointed as Secretarial Auditors; no qualifications reported.

AGM and resolutions

• 32nd AGM set for 08-Aug-2026 at registered office.
• Ordinary business: adopt audited financial statements and reports.
• Special business: re-appoint independent directors and approve capital reduction scheme.
• Notice includes Scheme of Reduction of Share Capital.
• E-voting window: 05-07 Aug 2026; cut-off date 31-Jul-2026.
• Proxy form and attendance slip enclosed; voting by poll at AGM.

Related party transactions

• Related party loans to the company from directors total Rs 383.0 lakh.
• Directors’ remuneration: Venkata Garapati 5.20 lakh; Karishma Hemraj Jain 2.40 lakh.
• Related parties include Inn Projects Pvt Ltd and Innovations Payment Services.

Governance and controls

• Secretarial audit report: no qualifications; compliance with applicable laws.
• Internal financial controls are adequate and operating effectively.
• No subsidiaries; risk management not applicable; governance framework in place.

Outlook and risks

• Market competition remains intense; turnover modest at Rs 21.25 lakh; losses persist.
• Capital reduction aims to restore net worth and expand capital access.
• Management plans export expansion and rural market diversification.

Auditor’s report highlights

• Auditors state financials present a true and fair view under Ind AS.
• Going concern assessment notes cash losses in 2026 and prior year.
• Internal controls are adequate; no material misstatements found.

Capital reduction scheme

• Scheme approved for reduction of paid-up capital and use of Securities Premium to write off losses.
• Approval subject to shareholders, Hyderabad NCLT, and other regulatory approvals.
• Total reduction ₹12.4265 Cr; ₹5.95605 Cr via share cancellation; ₹6.4705 Cr used to offset losses.
• Face value remains ₹10; reduction pro-rata; voting rights unchanged.
• Standalone restructuring; no creditor compromise, asset transfer, or cash payout.
• Not required to obtain stock exchange observation letter prior to filing.

AGM and notices

• Notice of 32nd AGM and Directors Report approved.
• 32nd AGM scheduled for 8 August 2026 at 11:00 AM.
• Scrutinizer appointed: Jineshwar Kumar Sankhala, Practicing Company Secretary.

Auditors and independent directors

• Statutory Auditors: M N Rao & Associates, second term from AGM 8 Aug 2026 to 37th AGM.
• Re-appointment of Independent Director Neralla Seshagiri Rao for second term (to 37th AGM).
• Re-appointment of Independent Director Alapati Venkata Narasimha Rao for second term (to 37th AGM).

Regulatory disclosures

• Annexure-B contains Regulation 30 disclosures for items 5-7.
• Noted SEBI Listing Regulations, no pre-obtaining stock exchange observation letter for scheme.

Innocorp Ltd trading window closed from 01.07.2026 till the expiry of 48 hours after the declaration of un-audited financial results for the first quarter ended 30.06.2026.

Meeting Details

• Date: July 4, 2026 (Saturday)

Key Agenda Items

• Consider and approve reduction of share capital in accordance with the Companies Act, 2013 and other statutory requirements
• Subject to approvals by shareholders, stock exchanges, regulators, and NCLT
• Any other matter(s) with the chair's permission

Other Notes