Sofcom Systems Ltd

AGM details

• Date and time: Sept 30, 2026, 3:00 PM IST; held via VC/OAVM.

Resolutions

• Ordinary: adopt annual audited financial statements for year ended Mar 31, 2026.
• Appoint M/S P M S H P S & Co as statutory auditors; board to fix remuneration.
• Re-appoint Tanvi Jay Rupawala as MD; retires by rotation and eligible.

Voting outcomes

• Outcomes deemed passed on AGM date; final results to be declared within two working days.

Other AGM details

• Remote e-voting window: Sept 27–29; Scrutinizer appointed.

Sofcom Systems Ltd trading window closed from October 01, 2026 till 48 hours after dissemination of unaudited financial results for the quarter and half year ended September 30, 2026.

Book Closure for AGM

• Book closure: September 22, 2026 to September 29, 2026, inclusive.
• Purpose: for the ensuing AGM to be held September 30, 2026 via VC/OAVM.
• Record/e-voting: Cut-off date for remote e-voting is September 25, 2026.
• AGM date: September 30, 2026.
• Security type: Equity shares.

Financial highlights

• Standalone revenue from operations: ₹19.25 Lakhs in FY2025-26.
• Standalone total income: ₹31.81 Lakhs; PAT: ₹3.96 Lakhs.
• Consolidated revenue from operations: ₹101.38 Lakhs; Total income: ₹117.22 Lakhs.
• Consolidated PAT: ₹55.47 Lakhs; Basic EPS: ₹0.2292.
• Standalone cash and cash equivalents: ₹32.95 Lakhs; Consolidated ₹42.09 Lakhs.
• Standalone debt: ₹73.17 Lakhs; Consolidated debt: ₹105.66 Lakhs.

Subsidiary & acquisitions

• Avian Consultancy Services Private Limited is a subsidiary; 96.39% equity stake.
• Acquired on 22 November 2024; Avian turnover ₹82.12 Lakhs; PAT ₹51.51 Lakhs (standalone subsidiary).
• Consolidated results include Avian contributions from acquisition date.

Capital structure & liquidity

• Share capital for the group: ₹2,420.41 Lakhs; Authorized ₹2,650 Lakhs.
• Net debt (standalone) ₹40.22 Lakhs; Net debt (consolidated) ₹63.57 Lakhs.
• Cash and cash equivalents improved year-on-year; standalone ₹32.95 Lakhs; consolidated ₹42.09 Lakhs.

Governance & board changes

• Tanvi Jay Rupawala appointed Managing Director & CFO on 1 May 2025.
• Priti Apurvbhai Shah resigned as MD & CFO on 30 Apr 2025.
• Independent directors Pratik Ketanbhai Jani and Brijesh Jamanbhai Sanghani joined on 19 Feb 2026.
• Board had 7 directors as on 31 Mar 2026; 5 independent directors.

Audit & compliance

• Secretarial audit by Deepti & Associates; several LODR filing delays noted with fines paid.
• Notable delays: ADT-1, MGT-15, MGT-14, and Newspaper ads; fines totalled across incidents.
• Integrated Governance Report and SDD certificates delayed; action taken to improve timeliness.

Related party transactions

• Remuneration to Company Secretary: ₹2.40 Lakhs; Director loans to Bhagatwala: ₹19.78 Lakhs.
• Remuneration to Bhagatwala: ₹2.42 Lakhs; loan to Ismail Murad: ₹0.10 Lakhs.
• Transactions are at arm's length; reviewed by Audit Committee; no material conflicts identified.

Risks & outlook

• Outlook remains positive; management cites growth in IT services and e-governance initiatives.
• Risks include tech upgradation, regulatory changes, and intense competition; mitigated by restructuring and strategy.
• Management expects profitable, sustainable growth, subject to market and regulatory conditions.

Dividend & shareholder matters

• Dividend distribution policy not applicable; no dividend declared for FY2025-26.

Key Decisions

• Board approved FY2026 board report and annexures
• Notice for 31st AGM on Sep 30, 2026 at 3 PM via VC/OAVM
• AGM schedule confirmed for 31st AGM on Sep 30, 2026

Appointments/Resignations

• Appointed M/s P M S H P S & Co as Statutory Auditors for five years
• Term five consecutive years from conclusion of 31st AGM to conclusion of 36th AGM
• Appointed M/s Prasad & Partners LLP as Scrutinizer for 31st AGM

Standalone results

• Board approved unaudited standalone results for quarter ended 30 Jun 2026.
• Revenue from operations Rs 3.77 lakh; total revenue Rs 3.77 lakh.
• Profit before tax Rs -5.75 lakh; PAT Rs -5.75 lakh.
• Basic EPS Rs -0.024 for the quarter.
• Auditors issued an unmodified opinion on standalone results.
• Paid-up equity share capital Rs 2,420.41 lakh.

Consolidated results

• Board approved unaudited consolidated results for quarter ended 30 Jun 2026.
• Revenue from operations Rs 3.77 lakh; total revenue Rs 3.77 lakh.
• Profit before tax Rs -5.85 lakh; PAT Rs -5.85 lakh.
• Basic EPS Rs -0.024 for the quarter.
• Auditors issued an unmodified opinion on consolidated results.
• Paid-up equity share capital Rs 2,420.41 lakh.

Review & disclosures

• Limited Review conducted; no audit performed.
• Audit Committee reviewed and board approved results.
• Results uploaded on company website.