Priya Ltd

Financial highlights

• Revenue from operations: 0.03 lakh; total income: 0.03 lakh.
• Total expenses: 91.68 lakh.
• Net loss for the quarter: 91.65 lakh.
• Profit before tax: (93.77) lakh.
• Basic/diluted EPS: (3.05).

Auditor observations

• Auditor JM & Associates issued Adverse Opinion on results.
• Reasons include NPAs and negative net worth.
• Emphasis of matter: interest on NPAs; outstanding 22,852.83 lakh.
• Advance tax refunds: 247.58 lakh; gratuity payable: 266.28 lakh.
• CFO vacancy since Dec 2022; revival options being explored.
• Bank properties auctioned; proceeds not available as of 30 Jun 2026.
• Related parties under CIRP: VXL Instruments Ltd and VXL Software Solutions Pvt Ltd.
• Promoter pledged 2,00,500 equity shares with Indian Bank.
• One-time settlement deposit: 1.75 crore; proposed settlement: 222.81 crore.
• Doubtful debts provision: 3,269.64 lakh; RBI/FEMA approvals not sought.

Balance sheet indicators

• Total assets: 144.58 lakh.
• Total liabilities: 4699.87 lakh; negative net worth: Rs 4,555.29 lakh.

Dematerialisation processing and listing

• Securities received for dematerialisation up to 30 June 2026 were confirmed (accepted/rejected) to depositories.
• Dematerialised securities have been listed on the stock exchange where the earlier issued securities are listed.
• Physical certificates were mutilated and cancelled after verification, with depository name substituted as registered owner within 15 days.

Meeting Details

• Board meeting on 28 May 2026 at the registered office in Mumbai.

Key Agenda Items

• Approve audited financial results for the quarter and year ended 31 March 2026.

Other Notes

• Trading window closed from 1 April 2026 until 48 hours after results are made public on 1 June 2026.

Financial Performance 📊

• Revenue was Rs. 0.03 lakhs in Q3 FY26, flat YoY and QoQ.
• Total expenditure was Rs. 90.34 lakhs, causing an operational loss of Rs. 90.31 lakhs before exceptional items.
• Exceptional items included Rs. 803.39 lakhs profit from auction of property assets.
• Net profit after exceptional items was Rs. 713.08 lakhs in Q3 FY26.
• EPS for the quarter was Rs. 23.75 on a Rs. 10 face value share.

Balance Sheet & Liabilities ⚠️

• Total liabilities exceeded assets by Rs. 4,372.36 lakhs as of 31 Dec 2025, resulting in negative net worth.
• Rs. 3,269.64 lakhs provision made for doubtful export debts; RBI/FEMA approval for write-off pending.
• Outstanding interest payable was Rs. 2,675.78 lakhs as of Dec 2025; auditor could not verify.
• Gratuity liability of Rs. 66.35 lakhs remains unpaid due to lack of funds.
• Advance tax refund receivable of Rs. 47.58 lakhs unconfirmed due to blocked accounts.

Operations & Corporate Actions 🏢

• Operations ceased at all branches except Mumbai since FY21; fixed assets sold and most employees laid off.
• Properties in Mumbai, Kolkata, and Chennai auctioned by banks; proceeds partially recognized in current quarter.
• Company deposited Rs. 1.75 crore in non-lien account as part of one-time settlement proposals totaling Rs. 22.81 crore.
• Promoters pledged 2,00,500 shares as collateral for credit facilities.
• Indian Bank, Bank of Maharashtra, and Union Bank declared company and promoters willful defaulters; management contests.

Audit & Governance ⚠️

• Auditor issued adverse opinion citing operational losses, negative net worth, blocked bank accounts, and pending adjustments.
• Auditor supports management’s use of going concern basis despite financial distress.
• Vacancy for Chief Financial Officer since Nov 2022; appointment pending beyond regulatory timeline.
• Rent income receivable of Rs. 74.85 lakhs from group company not at arm’s length; impact unquantified.

Business Model 📍

• Primary business segment is trading of electronics, computer peripherals, and systems.

Financial Performance

• Board approved unaudited standalone results for quarter and nine months ended 31 Dec 2025.
• Net loss before tax of Rs. 713.08 lakhs including exceptional notional profit of Rs. 803.39 lakhs.
• Revenue from operations was nil due to blocked bank accounts and ceased operations.
• Negative net worth of Rs. 4,372.36 lakhs as liabilities exceeded assets as of 31 Dec 2025.

Significant Board Decisions

• Recognized Rs. 803.39 lakhs notional profit from auction of company properties under exceptional items.
• Submitted one-time settlement proposals and deposited Rs. 1.75 crore in non-lien account with Indian Bank.
• Properties auctioned by banks due to non-payment; possession voluntarily handed over.
• Closed all branches except Mumbai; laid off majority of employees; disposed fixed assets from closed locations.

Regulatory and Legal Matters ️

• Received SARFAESI Act notices for symbolic attachment of properties.
• Summons from Debt Recovery Tribunal Mumbai by lender banks.
• Auditor issued adverse opinion due to accumulated losses, NPA classification, and notional profit recognition.
• Auditor unable to verify doubtful debts provision of Rs. 3,269.64 lakhs and non-arm’s length rent income of Rs. 74.85 lakhs.
• Outstanding statutory gratuity liability of Rs. 66.35 lakhs unpaid due to lack of funds.
• Auditor unable to verify interest provisions of Rs. 90.01 lakhs and advance tax refund receivable of Rs. 47.58 lakhs.

Governance and Appointments

• Casual vacancy for Chief Financial Officer since 30 Nov 2022; new CFO appointment in process.

Other Business Actions

• Management contests willful defaulter classification by banks.
• Auditor confirmed appropriateness of going concern assumption despite financial distress.
• Corresponding figures regrouped and reclassified for current year presentation.