Trade Wings Ltd

AGM details

• Date: 24 September 2026; 10:30 a.m.; mode: physical meeting at registered office.

Resolutions and outcomes

• Adoption of consolidated financial statements (ordinary) - passed with near-universal support.
• Shift of registered office within ROC jurisdiction (special) - passed with near-universal support.
• Re-appointment of director (ordinary) - passed with near-universal support.
• Remuneration to directors and KMP for the year (special) - passed with near-universal support.

Director changes

• Re-appointment of a director approved.

AGM Details

• In-person AGM at Panaji, Goa, began 10:30 AM.
• Remote e-voting available; voting cut-off date was 17 September 2026.

Key resolutions and outcomes

• Adoption of standalone financial statements approved; 99.99% in favour.
• Adoption of consolidated financial statements approved; 99.99% in favour.
• Director retirement rotation re-appointment approved; 99.99% in favour.
• Shifting registered office within ROC jurisdiction approved; 99.99% in favour.
• Remuneration to MD and non-executive director approved; 99.99% in favour.

AGM Details

• 76th AGM held on Thursday, 24 September 2026 at 10:30 AM.
• Physical meeting at Naik Building, Goa.
• E-voting window: 21-23 September 2026; cut-off date 17 September 2026.
• Meeting concluded at 11:30 AM.

Key Resolutions

• Ordinary: Adopt standalone financial statements for FY ended 31 March 2026.
• Ordinary: Adopt consolidated financial statements for FY ended 31 March 2026.
• Ordinary: Re-appoint Hemant R Panchal (DIN 08602861) on rotation.
• Special: Approve shifting of registered office within ROC jurisdiction.
• Special: Approve managerial remuneration for MD and NED for FY 2024-25.

Voting Results

• Resolution 1: Passed by requisite majority.
• Resolution 2: Passed by requisite majority.
• Resolution 3: Passed by requisite majority.
• Resolution 4: Passed by requisite majority.
• Resolution 5: Passed by requisite majority.

Director Changes

• Re-appointment of Hemant R Panchal by rotation; no other director changes disclosed.

Auditors

• Statutory auditor and secretarial auditor remained; no appointment changes disclosed.

Registered office address

• Previous registered office: Naik Building, 1st Floor, M.G. Road, North Goa, Panaji, Goa 403001
• New registered office: Bogmallo Beach Resort, Bogmalo Road, P.O. Bogmalo, South Goa, Goa 403806
• Change is within the same ROC jurisdiction (Goa)

Trade Wings Limited – Trading Window closed from 01 October 2026 until 48 hours after the declaration of unaudited Q2 FY2026-27 results (quarter ended 30 September 2026)

E-voting schedule

• Remote e-voting window: 21 Sep 2026 10:30 AM to 23 Sep 2026 05:00 PM.
• Cut-off date for e-voting: 17 Sep 2026.

Book closure for AGM

• Book closure for 76th AGM from 18 Sep 2026 to 24 Sep 2026.
• AGM date/time: 24 Sep 2026 at 10:30 AM.
• Register of Members and Share Transfer Books closed during the period.

Financial performance

• Standalone revenue ₹23,424.14 lakh; PAT ₹113.43 lakh.
• Consolidated revenue ₹27,059.57 lakh; PAT ₹239.37 lakh.
• Standalone EPS ₹3.78; Consolidated EPS ₹7.98.
• Dividend not declared due to lower profit.

Operations and subsidiaries

• Travel Related Services revenue ₹26,691.28 lakh; Cargo ₹368.28 lakh.
• Total consolidated segment revenue ₹27,059.57 lakh.
• Trade Wings Hotels Limited: revenue ₹3,638.19 lakh; PAT ₹125.96 lakh.
• No change in core travel, cargo activities.

Capital structure and liquidity

• Total consolidated debt ₹1,075.65 lakh; net debt ₹1,015.46 lakh.
• Consolidated cash and cash equivalents ₹563.96 lakh.
• Equity share capital ₹300 lakh; paid-up ₹300 lakh.
• Debt-to-equity ratio 3.38x.

Governance and risk flags

• Fraud: ₹12.72 lakh misappropriated; FIR filed; controls strengthened.
• Secretarial audit flagged adverse SEBI LODR/non-compliance issues; action taken.
• Auditors report: internal controls considered adequate; no material weaknesses.
• Board met 4 times; independence oversight including meeting Feb 11, 2026.

Related party transactions

• Related party transactions in ordinary course; arms’ length.
• Sale to Narayani Hospitality & Academic Institution Pvt Ltd; valuation-based; no shareholder approval required.

AGM and corporate actions

• 76th AGM scheduled 24 September 2026 at Panaji, Goa.
• Special Resolution to shift Registered Office to Bogmallo Beach Resort.
• Remuneration waiver for MD & ED remuneration for 2024-25 proposed.
• BSE trading suspension revoked effective 8 October 2025.

Risk and outlook

• Geopolitical tensions and West Asia conflict impact tourism; inbound traffic down 15-20%.
• Industry outlook: domestic demand supports stability; long-term revival expected.
• Risks include exchange rate fluctuations and regulatory changes.

Notes on governance and audit highlights

• Independent Audit flagged a vendor fraud incident; FIR filed.
• Secretarial report notes SEBI LODR non-compliances; management responses provided.
• Internal controls deemed adequate; audit committee oversight ongoing.

AGM Details

• Date, time, and venue: 24 Sept 2026, 10:30 AM, at registered office Panaji, Goa.
• Mode: in-person with remote e-voting facility.
• Record/book closure: 18 Sept to 24 Sept 2026 (inclusive).
• Remote e-voting window: 21-23 Sept 2026.
• Record date for voting: 17 Sept 2026.

Key Resolutions

• Ordinary: Adopt standalone financial statements for year ended 31 March 2026.
• Ordinary: Adopt consolidated financial statements for year ended 31 March 2026.
• Ordinary: Re-appoint Hemant R Panchal as director (retiring by rotation).
• Special: Shift registered office from Panaji to Bogmalo, within ROC jurisdiction.
• Special: Waiver of recovery of excess remuneration paid to MD and Non-exec Director for FY2024-25.