Kundan Minerals And Metals Ltd

Kundan Minerals And Metals Ltd - Trading Window Closure from October 01, 2026 till completion of 48 hours after declaration of the unaudited Financial Results of the Company for the quarter and half yearly ending September 30, 2026.

AGM resolutions and proceedings

• AGM held on 22 September 2026 at 12:30 PM via VC/OAVM.
• Adoption of financial statements, ordinary resolution.
• Re-appointment of Siddharth Gogia as Director by rotation.
• Re-appointment of Deepak Gupta as Director by rotation; also CFO.
• Appointment of Priya Khandelwal as Independent Director, Special.
• Approval of material related party transactions by Kundan Minerals and Metals.
• Approval of material related party transactions by Kundan Concentrates Private Limited (subsidiary).
• Loans and advances to related parties under Section 185, Special.
• Loans taken from related parties under Section 180(1)(c), Special.
• Loans and advances by Kundan Concentrates Private Limited (subsidiary), Special.
• Loans taken from Kundan Concentrates Private Limited (subsidiary), Special.
• Results to be declared after Scrutinizer's report and posted on the website.
• Cut-off date for voting: 15 September 2026.

AGM approvals and arrangements

• Approved the Board's Report, Corporate Governance Report, MD&A, and AGM notice for FY2025-26.
• Appointed Ansh Bhambri as Scrutinizer for remote e-voting.
• Appointed NSDL to provide remote e-voting and conduct the AGM via VC/OAVM.
• AGM date fixed: 22 September 2026 at 12:30 PM IST via VC/OAVM.
• Notice and annual report will be sent in due course.

AGM and voting dates

• Cut-off date for voting entitlement fixed as 15 September 2026.
• E-voting window from 19 Sep 2026 9:00 AM to 21 Sep 2026 5:00 PM.
• AGM date scheduled for 22 September 2026.
• Voting is available during the AGM for business transacted.

Financials

• Standalone revenue from operations: 1160.02 Lakhs
• Standalone total revenue: 1728.46 Lakhs
• Standalone net profit after tax: 259.24 Lakhs
• Standalone EPS: Rs 0.43
• Consolidated revenue from operations: 475,738.99 Lakhs
• Consolidated net profit after tax: 10814.76 Lakhs
• Consolidated total comprehensive income: 1.98 Lakhs

Dividend & AGM

• Dividend for FY2025-26 not recommended
• 59th AGM on 22 Sep 2026 via VC/OAVM
• AGM includes appointment of Priya Khandelwal as Independent Director
• Remote e-voting: 19-21 Sep 2026; record date 21 Aug 2026

Governance & Board

• Priya Khandelwal appointed Independent Director from 13 Aug 2026 for five years
• Shefali Kesarwani resigned on 1 Jul 2026
• Board size: 9 directors; 4 Independent, 3 Executive, 2 Non-Executive
• Audit Committee: Rahul Sharma (Chair), Sidhi Maheshwari, Deepak Gupta; 9 meetings
• Independent Directors met on 06-11-2025

Related Party Transactions

• Material related party transactions with Gogia Leasing Limited and others
• Gogia Leasing to receive loan up to Rs 1000 Crores
• Last year related-party transactions totaled Rs 3956.08 Crores
• RPTs require Audit Committee and shareholder approvals under SEBI LODR

Capital & Debt

• Debt-to-equity ratio: 0.01 before; 11.42 after
• Debt service coverage ratio: 195.68 before; 1.02 after
• Loans from related parties to subsidiaries up to Rs 1500 Crores
• Loans to Gogia Leasing Limited up to Rs 1000 Crores
• RPT disclosures filed in Form AOC-2

Subsidiaries & Consolidation

• Subsidiaries: Kundan Concentrates Private Limited (Wholly Owned); Kundan Ventures FZCO (Dubai)
• Kundan Gold Mines Private Limited; Kundan Exploration Private Limited; Kundan Minerals Care Private Limited
• West Africa Exploration & Mining, Mauritania acquired by subsidiary (becomes step-down)
• Kundan Gold Mines CCD converted to equity; Kundan Minerals Care becomes Associate; consolidation of subsidiaries

CSR & ESG

• CSR spend: Rs 100.67 Lakhs (2% of average net profits)
• Projects: Education and Skill Development; Sports/women empowerment; Environmental initiatives
• CSR policy available on the company website

Audit & Compliance

• Statutory auditors: M/s Ashwani & Associates; term 2024-2029; no qualification
• Secretarial auditors: Bhambri & Associates; no qualification
• Secretarial compliance reported; no violations noted

Outlook & Risks

• MD&A cites a challenging year with metal price volatility
• Outlook for FY2026-27 remains cautiously optimistic
• Key risks: commodity price volatility, regulatory changes, FX, supply chain, ESG

AGM Details

• AGM date and time: 22 September 2026 at 12:30 P.M. IST.
• Mode: VC/OAVM.
• Record date for voting eligibility: 21 August 2026.

Key Resolutions

• Item 1: Adoption of standalone and consolidated financial statements.
• Item 2: Re-appointment of Siddharth Gogia (retiring by rotation).
• Item 3: Re-appointment of Deepak Gupta (retiring by rotation).
• Item 4: Priya Khandelwal appointed Independent Director for five years.
• Item 5: Approval of material related party transactions (ordinary).
• Item 6: Approval of material RPT with Kundan Concentrates Pvt Ltd (WOS).
• Item 7: Special resolution for loans to related parties under Section 185.
• Item 8: Special resolution for loans from related parties under Section 180.
• Item 9: Loans to related party by Kundan Concentrates Pvt Ltd (WOS).
• Item 10: Loans from related party to Kundan Concentrates Pvt Ltd (WOS).

Director Changes

• Siddharth Gogia reappointed as Director.
• Deepak Gupta reappointed as Director.
• Priya Khandelwal appointed Independent Director for five-year term.

Related Party Transactions

• Item 5: Material RPTs with related parties in ordinary course (2026-28).
• Item 6: RPT with Kundan Concentrates Pvt Ltd (WOS).
• Items 7-10: Loans/advances between related parties; limits up to Rs 1,000–1,500 Cr.

Dividend

• Dividend not proposed or declared.

Voting Status

• Voting results not yet announced; to be determined at AGM.

Financial results

• Unaudited standalone and consolidated quarterly results for quarter ended 30 June 2026 approved, with Limited Review reports.

Independent director appointment

• Priya Khandelwal appointed as Additional Non-Executive Independent Director from 13 Aug 2026; five-year term, subject to shareholders' approval.

Strategic investments and consolidation

• Kundan Venture FZCO acquired 99% stake in West Africa Exploration & Mining; control achieved on 13 May 2026.
• Holding Company subscribed 70% equity in Kundan Venture FZCO in Feb 2025; AED 35,000 investment.

Regulatory and compliance updates

• DRI conducted a search; matter under review.
• Income Tax Department survey under Section 133A conducted Jan 28, 2026.
• Eastern Sugar & Industries Limited admitted to CIRP; NCLT approved the resolution plan.
• Trading approval for listing awaits from stock exchanges.
• Two subsidiaries’ interim results not reviewed; reliance on other auditors.