RJ Shah & Company Ltd

RJ Shah & Company Ltd trading window closed from October 01, 2026 until 48 hours after the announcement of the Financial Results for the Quarter ended 30th September, 2026.

AGM Details

• Date of AGM: 22 September 2026; 68th AGM.

Key Resolutions & Outcomes

• Adoption of audited financial statements and reports: passed.
• Declaration of dividend: passed.
• Directors retiring by rotation: appointment approved.
• Related party transactions: approval obtained.

Voting Results

• Resolution 1: Passed; 149,250 votes in favour (100% of polled).
• Resolution 2: Passed; 206,360 in favour (100% of polled).
• Resolution 3: Passed; 203,960 in favour (72.82% of polled).
• Resolution 4: Passed; 57,110 in favour (20.39% of shares polled).

AGM Details

• Date, time and mode: 22 September 2026, 03:00 PM IST, via VC/OAVM.
• Meeting concluded at 03:19 PM IST.

Attendees & Chair

• Chairperson: Kalindi Shah; nine members attended via VC.

Key Resolutions

• Item 1 (Ordinary): Adoption of Audited Financial Statements and Directors'/Auditors' Reports; passed.
• Item 2 (Ordinary): Final dividend for FY2025-2026; passed.
• Item 3 (Ordinary): Re-appointment of Sunil Pitamber Masand (retiring by rotation); passed.
• Item 4 (Ordinary): Approval of Related Party Transactions; passed.

Dividend

• Final dividend declared for FY2025-2026.

Director Changes

• Re-appointment of Masand as Director (retiring by rotation); approved.

Auditors

• Statutory auditor attended; no appointment changes announced.

Dividend and AGM details

• Purpose: Final dividend of 25% (Rs 2.50 per equity share) for FY2025-26.
• Security: Equity shares of Rs 10 each.
• Record date: Friday, 11 September 2026.
• e-Voting cut-off: Tuesday, 15 September 2026.
• e-Voting period: 17 September to 21 September 2026.
• Date of AGM: 22 September 2026 via VC/OAVM.
• Dividend payment date (if approved): on or before 21 October 2026.

Financial performance

• Revenue from operations was 27.10 lakh in FY26 vs 1,046.02 lakh in FY25.
• Total revenue was 256.93 lakh in FY26 vs 1,225.05 lakh in FY25.
• Profit before tax stood at 323.65 lakh in FY26 vs 770.86 lakh in FY25.
• Profit after tax was 240.73 lakh in FY26 vs 575.43 lakh in FY25.
• EPS (basic/diluted) Rs 85.94 in FY26 vs Rs 205.44 in FY25.

Dividend & capital allocation

• Dividend proposed: 25% (Rs 2.50 per equity share) for FY25-26.
• Record date fixed as 11 September 2026; payable within 30 days after AGM.
• No transfer to general reserves for FY25-26.

Capital structure & liquidity

• Authorised share capital Rs 500.00 lakh; paid-up capital Rs 28.01 lakh.
• Total assets Rs 4,590.52 lakh; total equity Rs 4,319.08 lakh.
• Borrowings Rs 122.69 lakh; current liabilities Rs 271.44 lakh.

Governance & board

• Board includes Kalindi R. Shah (Executive MD), Sunil Masand (NED), Nev. Mody, Pranav Agrawal, Jyoti Mehta (ID).
• Audit Committee chaired by Neville Soli Mody; members Dr. Agrawal and Masand.
• Secretarial MR-3 audit by Alpesh Vekariya; non-disqualification certificate issued.

Audit & internal controls

• Statutory auditors: M/s N N K & Co; no audit qualifications.
• Internal audit by Brijesh Dutt & Associates; controls deemed adequate.
• CEO/CFO certification submitted under SEBI LODR.

Related party transactions & risk

• FY26 related party transactions are at arm's length; no material conflicts.
• RPTs approved via omnibus by Audit Committee; two specified entities involved.

CSR activities

• CSR focus areas: Education, Health, Environmental Sustainability.
• CSR spend FY26: Rs 9.00 lakh; obligation Rs 8.63 lakh; unspent Rs 0.
• CSR policy and projects disclosed on the company website.

Shareholding & promoters

• Promoters hold 52.89% (Promoters & Promoter Group) as of 31-03-2026.
• Dematerialised shares constitute 90.48%; Physical 9.52%.

Annual General Meeting & filings

• 68th AGM on 22 Sep 2026 via VC/OAVM.
• Book closure 16 Sep to 22 Sep 2026; dividend payable by 20 Oct 2026.

Arbitration & ongoing matters

• Ghatghar, WAN, MRVC, Mokhabardi arbitration matters ongoing; costs and mediation involved.

AGM Details

• Date and time: 22 September 2026 at 3:00 PM IST.
• Mode: VC/OAVM (Video Conferencing / Other Audio-Visual Means).
• Record date for dividend: 11 September 2026.
• Cut-off date for e-voting: 15 September 2026.
• e-Voting window: 17–21 September 2026, 9:00 AM–5:00 PM.
• Date of AGM: 22 September 2026.
• Dividend payable if approved: by 21 October 2026.

Resolutions

• Ordinary: Adopt Audited Financial Statements and related reports.
• Ordinary: Declare dividend of 25% (Rs 2.50 per share).
• Ordinary: Re-appoint Sunil Masand (DIN 00371211) by rotation.
• Special: Approve related party transactions with arm's-length terms.
• Special: Authorize one director and Company Secretary to implement RPTs.

Dividend

• Dividend proposed: 25% (Rs 2.50 per equity share).
• If approved, dividend payable by 21 October 2026.
• Record date for entitlement: 11 September 2026.

Director Changes

• Re-appointment of Sunil Masand as Director (DIN 00371211) by rotation.
• Masand: long-tenure director since 1996; finance and accounts expertise; holds 2,400 shares.

Material Related Party Transactions

• Kalindi Engineering Industries Private Limited: services, labour, sale and purchase; Rs 10.00 Lakhs.
• Rajendra Shipping Private Limited: services, labour, sale and purchase; Rs 10.00 Lakhs.
• Audit Committee granted omnibus approval for FY 2026-27 related party transactions.

Standalone Q1 FY27 results

• Board approves standalone Q1 FY27 unaudited results for quarter ended 30 Jun 2026.
• Total income Rs 69.20 lakh; revenue from operations Rs 27.10 lakh.
• Profit before tax Rs 24.82 lakh; tax expense Rs 6.15 lakh; PAT Rs 18.67 lakh.
• EPS (basic/diluted) Rs 6.67 for the quarter.
• No separate reportable segment; all operations relate to civil engineering construction.
• Audit: Limited review by N N K & Co; report dated 24-Jul-2026.

Meeting Details

• Meeting on 24 July 2026 at the Registered Office; time not disclosed.

Key Agenda Items

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

Other Notes

• No other material notes disclosed.

Dematerialisation processing and listing status

• Physical dematerialisation certificates processed; securities listed on stock exchanges; certificates mutilated and depository substituted.