Tiaan Consumer Ltd

Financial snapshot

• Total income: 18.90 Lakhs; prior year 31.19 Lakhs
• Net loss after tax: 13.75 Lakhs vs 3.45 Lakhs profit
• Basic earnings per share: (0.13) Rs; no dividend declared
• Cash flow from operations: (16,013.99) Lakhs
• Borrowings: 2,50,000.00 Lakhs; unsecured
• Share capital: 1,026.90 Lakhs; total equity: 684.24 Lakhs
• Dividend declared: none for FY2025-26
• Net debt to equity: 365.36x
• Total assets: 2,50,686.59 Lakhs

Capital structure & liquidity

• Authorized capital: 1,320.00 Lakhs; Paid-up: 1,026.90 Lakhs
• Total borrowings: 2,50,000.00 Lakhs; unsecured
• Cash and cash equivalents: 6.66 Lakhs
• Net debt to equity: 365.36x

Governance & board changes

• Board of four directors; three Independent, one Executive
• MD Bharat Bhushan resigned on 24 Jul 2025; Narender & Geeta Devi resigned 26 Jun 2025
• Parmanand Chaubey and Ajay Kumar also resigned in 2025
• New appointees: Bhoomi G. Bhadra; Divyesh Kishor Bhanushali; Iroda Alloyorovna Ochilova
• Company Secretary: Riya Jain appointed 26 Jun 2025
• Secretarial Auditor appointed: Parul Agrawal & Associates for 5 years from FY2026-27

Annual General Meeting & shareholding

• 34th AGM: 12 Sep 2026 via VC/OAVM
• Book closure: 6 Sep to 12 Sep 2026
• Notice and Annual Report sent electronically; e-voting details provided

Audit, control & risks

• Statutory auditors: M/S VRSK & Associates; Ind AS adjustments noted; going concern caveat
• Going concern risk: company may not meet liabilities within 12 months
• Internal controls: adequate, with noted deficiencies in reporting
• Secretarial audit: SH-7 filing due for increased authorized capital
• Related party transactions disclosed; arm's-length; omnibus approvals used

Related party disclosures

• Related party transactions include Shanta Agencies Pvt Ltd; inter-company loans treated as investments
• Omnibus approvals adopted; quarterly disclosures at Audit Committee meetings

Management commentary & ESG

• Outlook cites macro and regulatory factors; focus on governance and value
• Green initiatives: reports and AGM notices issued electronically; e-voting enabled

AGM Details

• AGM on 12 September 2026 at 03:00 PM via VC/OAVM.
• Register of Members and transfer books closed 6-12 September 2026.
• Notice and Annual Report available electronically on company website.

Ordinary Business

• Adopt audited financial statements for year ended March 31, 2026.
• Appoint Hitesh Kishor Gajra as Executive Managing Director from 12 September 2026.
• Remuneration for MD to be paid per mutual agreement.
• Authorize Board and Company Secretary to implement the MD appointment.

Special Business

• Appoint Secretarial Auditor for five-year term 2026-27 to 2030-2031.
• Remuneration for Secretarial Auditor to be fixed by the Board.

Director Appointments

• Proposed appointment of Hitesh Kishor Gajra as MD subject to shareholder approval.
• Date of appointment noted as 19 August 2026, pending AGM approval.

Auditors

• Statutory auditors: M/S V R S K & Associates.
• Internal auditor: Mr. Mukesh Sah.
• Secretarial auditor: Parul Agrawal & Associates for five years.

AGM Postponement

• Postponed the 34th AGM for FY 2025-26 to Sept 12, 2026 at 03:00 PM via video conference

Secretarial Auditor appointment

• Parul Agrawal & Associates appointed as Secretarial Auditor for 2026-27 to 2030-31, subject to AGM approval.

Managing Director appointment

• Hitesh Kishor Gajra appointed as Managing Director, effective 19 Aug 2026, liable to rotation, subject to AGM approval.

AGM & Governance Actions

• Notice of 34th AGM scheduled for Sep 11, 2026 at 3:00 PM via Video Conferencing.
• Cut-off date for voting eligibility fixed at Sep 4, 2026 for remote and e-voting.
• Scrutinizer appointed: Parul Agrawal & Associates for AGM e-voting process.
• Board approved the Board Report for FY ended March 31, 2026.

Appointments

• Parul Agrawal & Associates appointed as Secretarial Auditor for five years (2026-27 to 2030-31), subject to AGM.
• MD appointment: Hitesh Kishor Gajra as Managing Director, 19-08-2026, subject to AGM approval; liable to retire by rotation.

Secretarial Auditor Appointment

• Appointed Parul Agrawal & Associates as Secretarial Auditor for five-year term (2026-27 to 2030-31), subject to AGM approval.
• Reason for Change: appointment of Parul Agrawal & Associates, peer-reviewed CS firm.
• Profile: Delhi-based practising CS firm specializing in corporate and SEBI laws.
• Disclosure: Relationship with other directors: Not applicable.

AGM Actions

• AGM notice approved for Sep 11, 2026 at 3:00 PM via video conference.
• Cut-off date fixed for voting eligibility as Sep 04, 2026.
• M/s Parul Agrawal & Associates appointed Scrutinizer for AGM evoting.
• Board approved Board Report for FY ended Mar 31, 2026.
• Parul Agrawal & Associates appointed Secretarial Auditor for five years, subject to shareholders' approval.

Nature of filing

• Not applicable; no shares issued via public, rights, or preferential issue in the quarter.