Puretrop Fruits Ltd

Financial highlights

• Revenue from operations: 12,188.22 lakhs; up from 11,169.23.
• Total income: 12,571.55 lakhs; up from 11,426.76.
• PBT: 961.80 lakhs; reversed prior year's loss of 888.46.
• PAT (Total): 2,529.02 lakhs.
• PAT from continuing operations: 726.33 lakhs.
• PAT from discontinued operations: 1,802.69 lakhs.
• EPS (Total): 31.73; continuing EPS: 9.11.
• ROE: 19.88%; Net worth: 13,785.48 lakhs.
• Dividend: No dividend declared.
• Operating cash flow: 2,407.65 lakhs; Invest: -2,085.58; Fin: -310.06.
• Year-end cash: 8.27 lakhs.

Strategy & business model

• Fresh Fruit business sold to Green Agrevolution Private Limited in Nov 2023.
• Pivoted to core fruit-processing operations: pulps, concentrates, purees, juices.
• Exports form the major revenue; focus on value-added products.
• Certifications achieved: KOSHER, SEDEX, Halal; FDA; APEDA RCMC; FSSAI license.
• Growth drivers include efficiency, product diversification, farmer partnerships.

Capital allocation & capital structure

• Buyback: 11,00,000 shares at Rs 200; total Rs 22 crore.
• Post-buyback paid-up capital: 68,69,902 shares.
• Dividend: no dividend for FY2025-26.
• Net debt position: negative Rs 6,577.35 lakhs; equity Rs 13,785.48 lakhs.
• Gross debt: borrowings 109.44 lakhs; cash and investments offset net debt.
• Cash balance at year-end: Rs 8.27 lakhs.

Governance & leadership changes

• Mr. Ashok Murajani resigned as Independent Director on 18 June 2026.
• Dipti Ashok Motiani appointed CEO from 1 March 2026.
• Ms. Preeti Jaiswar resigned; Vanshika Lunia appointed Company Secretary from 1 Feb 2026.
• Mr. Saikiran Saladi appointed Additional Director (Independent) from 7 Aug 2026 for 2 years.
• Ms. Nanita Motiani reappointed Whole Time Director for 2 years from 1 Apr 2027.

CSR & ESG

• CSR obligation for 2025-26: NIL; no mandatory spend.
• Unspent CSR balance Rs 10,78,386 from FY 2023-24 on ongoing projects.
• CSR Committee: Nanita Motiani (Chair), Ashok Murajani, Pradeep Katyal; others in governance.
• CSR policy available on company website.

Risks & outlook

• Global processed fruit demand supports growth; India benefits from PMKSY, PLISFPI, AIF, MIDH.
• Opportunities in strong farmer networks, digital agriculture, value-added products, and private labels.
• Challenges include climate variability, GAP adoption, geopolitical tensions affecting trade.

Related party transactions & audit

• Related party remuneration (FY2025-26): Rs 585.04 lakhs; CEO Dipti Motiani involved.
• Auditors: FP & Associates; Secretarial: Manoj Hurkat & Associates; internal controls robust.
• No fraud reported; compliance with SEBI LODR and corporate governance standards.

Discontinued operations

• Fresh Fruit business sold to Green Agrevolution Pvt Ltd for Rs 77 crore.
• Net assets transferred; net gain of Rs 66.80 crore; additional Rs 23.38 crore profit from discontinued ops.
• Earn-out payments: 15% of grape export net revenue; 10% of pomegranate arils revenue.

AGM Details

• AGM conducted via VC/OAVM at the scheduled time.
• Proxy facility not available for the AGM.
• Remote e-voting facility provided through NSDL.

Key Resolutions

• Ordinary: Adoption of standalone financial statements with directors' and auditors' reports.
• Ordinary: Re-appointment of a director retiring by rotation.
• Special: Re-appointment of an independent director for a second five-year term.
• Special: Re-appointment of another independent director for a five-year term.
• Special: Appointment of an additional independent director for a two-year term.
• Special: Re-appointment of Whole-Time Director with remuneration terms.

Voting Results

• Voting results not disclosed in this filing excerpt.

Director Changes

• Re-appointments of retiring and independent directors approved; two independent directors and a whole-time director covered.

Remuneration & Other Approvals

• Remuneration terms for Whole-Time Director approved within statutory limits; board may adjust within Act.

Nanita Motiani – WTD Re-appointment

• Re-appoint as Whole Time Director for 2 years from 1 April 2027; spouse of CMD Ashok V Motiani.

Saikiran Saladi – Independent Director Appointment

• Appointed as Additional Non-Executive Independent Director, effective 7 August 2026, for 2 years; profile: technology transformation.

Pradeep Katyal – Independent Director Re-appointment

• Re-appointed Non-Executive Independent Director from 9 Aug 2026 for 5 years; profile: technology-driven transformation and strategic planning.

Sharada Iyer – Independent Director Re-appointment

• Re-appointed Non-Executive Independent Director from 9 Aug 2026 for 5 years; profile: client relationship management and risk/compliance.

Board approval & audit report

• Board approved unaudited standalone results for quarter ended June 30, 2026.
• Independent Auditor's Review Report by FP & Associates finds no material misstatement.
• Limited Review Report enclosed as Annexure-I.
• Board meeting held August 7, 2026, from 04:00 to 05:30 PM.
• Company renamed to Puretrop Fruits Limited from Freshtrop Fruits Limited.

Financial results

• Unaudited standalone quarterly results for quarter ended June 30, 2026 approved; Limited Review Report attached.

Director appointments & re-appointments

• Mr. Saikiran Saladi appointed Additional Independent Director; subject to shareholder approval.
• Mr. Pradeep Katyal re-appointed Independent Director for Aug 9, 2026 to Aug 8, 2031; subject to approval.
• Mrs. Sharada Iyer re-appointed Independent Director for Aug 9, 2026 to Aug 8, 2031; subject to approval.
• Mrs. Nanita Motiani re-appointed Whole Time Director for 2 years from 01 Apr 2027; subject to approval.

AGM notice and governance actions

• Draft Directors' Report for FY 2025-26 approved for inclusion in Annual Report 2025-26.
• 34th AGM fixed for Sep 15, 2026 at 4:00 PM IST via VC/OAVM; draft Notice approved.
• Scrutinizer appointed: M/s. Manoj Hurkat & Associates for remote e-voting.
• NSDL appointed Remote E-Voting Agency for AGM.

Compliance disclosures

• Annexures detailing independence disclosures and inter-se relationships attached.
• All appointments subject to shareholders' approvals.

Meeting Details

• Board meeting scheduled for Friday, August 07, 2026.
• Time and venue not disclosed.
• Issuer: Puretrop Fruits Ltd.

Key Agenda Items

• Consider and approve unaudited financial results for quarter ended June 30, 2026.

Other Notes

• Trading window closed from July 1, 2026 until 48 hours after results.

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