Madhusudan Industries Ltd

Madhusudan Industries Limited — Trading Window closed from 1 October 2026 for Designated Persons and their immediate relatives till 48 hours after the announcement of Unaudited Financial Results for the quarter and half year ended 30 September 2026.

Key asset disposal details

• Sale of its Office Premises at Madhusudan House, Navrangpura, Ahmedabad.
• Sale deed executed on 17 September 2026.
• Sale consideration: Rs 2.25 crore.
• Buyer names: Divyaben Gandhi and Payal Mehulkumar Gandhi.
• Buyer not related to promoters; related party transaction not involved.
• Asset sale monetizes real estate held by the company.

Independent Director Re-appointment

• Re-appointing Mr. Daarrpan Shah as Independent Director for a term from 30 Dec 2026 to 29 Dec 2031.
• Profile: Daarrpan Shah, MBA, DIN 09449828, 19+ years in financial management and insurance.
• Not debarred by SEBI or other authorities.
• Relationship with other directors: NIL.

AGM details

• Date: 9 September 2026; Time: 11:30 a.m.; VC/OAVM mode.
• Record date for voting: 2 September 2026.
• Total shareholders on record: 6331.
• Attendance via VC/OAVM: Promoter Group 6; Public 46.

Resolutions

• Resolution 1 (Ordinary): Adopt Audited Financial Statements for the year ended 31 March 2026.
• Resolution 2 (Ordinary): Reappoint Premchand Surana by rotation.
• Resolution 3 (Special): Re-appoint Daarrpan Shah as Independent Director for second term of five years.

Voting outcomes

• Resolution 1: Passed; Assent 31,78,003; Dissent 70,175; 97.84% in favour.
• Resolution 2: Passed; Assent 31,78,003; Dissent 70,175; 97.84% in favour.
• Resolution 3: Passed; Assent 31,78,003; Dissent 70,175; 97.84% in favour.

Director changes

• Premchand Surana reappointed by rotation.
• Daarrpan Shah reappointed as Independent Director for second term of five years.

AGM Details

• Held on 9 Sep 2026 via VC/OAVM; meeting started 11:30 am and ended 12:00 pm.
• Remote e-voting open 6–8 Sep 2026; attendees may vote during meeting.
• Scrutinizer appointed: Parikh Dave & Associates; report to be consolidated and shared.

Resolutions Put to Vote

• Ordinary: Adopt Audited Financial Statements for FY2026 and related reports.
• Ordinary: Reappoint Premchand Surana by rotation (DIN 06508125).
• Special: Re-appoint Daarrpan Shah as Independent Director for second five-year term.

Voting Status

• Voting results are not disclosed in the filing; pending Scrutinizer report.
• Results will be placed on the company website and submitted to the Stock Exchange.

Director Changes

• Premchand Surana to be reappointed by rotation.
• Daarrpan Shah to continue as Independent Director for second term.

Audit & Compliance

• Auditors' report and Secretarial Audit Report had no qualifications.

Demise of Director

• Rajesh Bhikhubhai Shah, Non-Executive Non-Independent Director, has died.
• Category: Non-Executive Non-Independent Director.
• Date of demise: 3 September 2026.
• Cessation of directorship on the company's board.

AGM Details

• 80th AGM on 9 September 2026 at 11:30 AM IST via VC/OAVM.
• Entitlement for e-voting and attendance cut-off: 2 September 2026.

Key Resolutions

• Ordinary: Adoption of Audited Financial Statements and Reports.
• Ordinary: Reappointment of Mr. Premchand Surana (retiring by rotation).
• Special: Re-appointment of Mr. Daarrpan Shah as Independent Director for second term.
• Special: Board authorized to take necessary actions to give effect.

Voting Status

• Adoption of financials: results not disclosed; to be announced.
• Surana reappointment: results not disclosed.
• Shah reappointment: results not disclosed.

Director Appointments

• Mr. Premchand Surana to be reappointed; retires by rotation.
• Mr. Daarrpan Shah reappointed as Independent Director for second term (Dec 2026–Dec 2031).

Financial performance

• Revenue from operations: Rs 132.92 Lakhs for year ended 31 Mar 2026.
• Total income: Rs 240.87 Lakhs, down from Rs 259.85 Lakhs in 2025.
• Profit before tax: Rs -55.82 Lakhs (after exceptional item).
• Profit after tax: Rs -41.69 Lakhs; total comprehensive income Rs -44.95 Lakhs.
• Earnings per share: Basic/Diluted Rs -0.78.
• Dividend: No dividend declared for FY2025-26.
• Paid-up equity share capital: Rs 268.75 Lakhs; no new shares issued.

Capital and liquidity

• No borrowings; liquidity supported by cash and cash equivalents.
• Cash and cash equivalents: Rs 7,336.60 thousand.
• Bank balances and fixed deposits: Rs 76,536.87 thousand.
• Dematerialization: 94.00% of shares dematerialised; 6.00% physical.
• Promoters hold 56.09% (30,14,401 shares) as of 31 Mar 2026.
• Listed on BSE (Code 515059, Scrip ID MADHUDIN).

Operations and segments

• Company not engaged in manufacturing; maintains assets for future operations.
• Single operating segment: Renting of properties.
• Revenue largely from rent to associate Cera Sanitaryware Ltd.

Governance & board

• Board comprises 3 non-exec non-independent and 3 non-exec independent directors.
• Mr. Jwalasingh Rajput appointed Independent Director w.e.f. 27 May 2025.
• Daarrpan Shah re-appointed Independent Director for second term to 29 Dec 2031.
• Audit Committee: 4 members; chaired by Daarrpan Shah.
• Nomination & Remuneration Committee: 3 directors; Rajput appointed Chair 27 May 2025.
• Secretarial audit: Parikh Dave & Associates; no qualifications.
• Vigil mechanism and code of conduct in place; code on company website.

Related party transactions

• Rent from associate Cera Sanitaryware Ltd: Rs 12,808.24 thousand.
• Service charges: Rs 241.37 thousand.
• Other services/reimbursement: Rs 324.91 thousand.
• Dividend received from associate: Rs 1,174.23 thousand.
• Remuneration to KMP: Rs 5,727.53 thousand.
• Directors' sitting fees: Rs 165.00 thousand.
• Deposits from tenant (associate): Rs 2,029.16 thousand.
• Advances to related party: Rs 493.37 thousand.

Audit & controls

• Statutory auditors: N. M. Nagri & Co.; unqualified report.
• Secretarial audit: Parikh Dave & Associates; unqualified.
• Internal controls: Adequate; internal audit reports to Audit Committee.
• Financial statements prepared under Ind AS; no fraud reported.

Risks and outlook

• Not currently manufacturing; infrastructure kept for potential future operations.
• New Labour Codes; gratuity past-service cost 0.08 Lakhs; not material.
• Contingent liabilities: Sales tax Rs 1.39 crore; other claims Rs 54.77 thousand.
• Company has no bank borrowings; liquidity management in place.

AGM & shareholder information

• 80th AGM scheduled 9 Sep 2026 at 11:30 AM via VC/OAVM.
• Notice and annual report available on company website and BSE.
• Cut-off date for remote e-voting: 2 Sep 2026.