Vapi Enterprise Ltd

Key AGM and governance actions

• 52nd AGM for FY2025-26 to be held Sept 10, 2026 via VC/OAVM.
• Book closure from Aug 24 to Aug 28, 2026 for AGM.
• Ordinary business: receive, consider and adopt FY2025-26 audited financial statements.
• Re-appointment of Manoj Ramanbhai Patel as Managing Director for five years from July 30, 2026.
• Remuneration: salary up to Rs 1 lakh/month; 5% net profits commission; perquisites/allowances.
• Appointment of M I Shah and Co as Statutory Auditors for FY2026-27; board to fix remuneration.
• Appointment of HRU & Associates as Secretarial Auditors for five years; fees to be determined.
• Special business: appointment of Sanket Hemant Goyal as Independent Director for five years from July 30, 2026.
• Record date for voting: Sept 1, 2026; remote voting Sept 6–9, 2026; cut-off Aug 29, 2026.

Financial highlights

• Total income for 2025-26: Rs 2,40,56,613.
• Profit after tax: Rs 1,49,44,944.
• EPS: Rs 6.55 (basic and diluted).
• Opening retained earnings: Rs 26,58,55,678.
• Closing retained earnings: Rs 28,08,00,622.
• Dividends not recommended for the year.
• Current tax Rs 47,15,000; deferred tax liability Rs 31,307.
• Exceptional items: Rs 1,70,991.
• Depreciation: Rs 16,691.

Capital structure and assets

• Equity share capital: Rs 2,28,14,500.
• Total equity: Rs 34,81,94,668.
• PPE net block: Rs 39,101.
• Non-current investments: Rs 8,87,545.
• Other non-current assets: Rs 12,94,98,128.
• Cash and cash equivalents: Rs 35,37,484.
• Other current assets: Rs 24,84,96,210.
• Long-term borrowings: Rs 47,48,076.
• Current liabilities: Rs 61,93,833.
• Total assets: Rs 38,24,58,468.

Debt and liquidity

• Long-term related-party borrowings: Rs 47,48,076.
• Net cash from operating activities: Rs (6,90,51,244).
• Net cash from investing activities: Rs 2,32,19,068.
• Net cash from financing activities: Rs 2,96,954.
• Net decrease in cash: Rs (4,55,35,222).
• Opening cash and equivalents: Rs 4,90,72,706.
• Closing cash and equivalents: Rs 35,37,484.

Governance and board

• Board size four as of 31 March 2026.
• MD Manoj R. Patel; CFO Rajeev R. Patel.
• Independent Director Himanshu Ruia resigned after tenure.
• Sanket Goyal appointed Independent Director from 30 July 2026.
• Committees: Audit; Nomination & Remuneration; Stakeholders Relationship.
• AGM: 10 September 2026 via VC/OAVM.
• CEO/CFO certification submitted; HRU & Associates appointed as Secretarial Auditor.
• Independent Directors held a separate meeting on March 23, 2025.

Audit & compliance

• Auditors M I Shah & Co; Ind AS 19 employee benefits not provisioned.
• Going concern doubt due to land sale and plan status.
• Long-term intercompany borrowings from directors; confirmations pending.
• Deposit against appeal: Rs 2,14,04,744; no interest income recognized.
• Secretarial audit by HRU & Associates; Annexures A, B, C.
• Internal financial controls are adequate; unmodified opinion.

Related party disclosures

• Remuneration to KMP Manoj Patel: Rs 12,00,000.
• Intercompany borrowings with related parties outstanding: Rs 47,48,076.
• Associates: Poly Cone Paper Limited; Laj Investments Private Limited.
• Audit Committee reviews related party transactions; omnibus approvals used.
• No material conflicting related party transactions reported.

Shareholding & dematerialisation

• Dematerialised shares: 10,88,570 (47.71%); Physical: 11,92,880 (52.29%).
• Total equity shares: 22,81,450.
• Promoter/promoter group: 38.79%; Public: 61.21%.
• ISIN: INE464D01014; Scrip code: 502589.
• Book closure: 24-28 Aug 2026.
• Shareholders: 1,327; Total shares: 22,81,450.

AGM Details

• 52nd AGM on 10 September 2026 at 12:00 PM IST via VC/OAVM.
• Record date for voting: 1 September 2026.
• Book closure from 24 to 28 August 2026 (inclusive).
• No proxies allowed; meeting held via VC/OAVM.
• Attendance counts toward quorum.

Key Resolutions

• Item 1 (Ordinary): Adopt Audited Financial Statements for the year ended 31 March 2026.
• Item 2 (Ordinary): Re-appoint Rajeev Patel as Director on rotation.
• Item 3 (Ordinary): Appoint M I Shah & Co as Statutory Auditors; remuneration fixed by Board.
• Item 4 (Ordinary): Appoint HRU & Associates as Secretarial Auditor for five years.
• Item 5 (Special): Re-appoint Manoj Ramanbhai Patel as MD for five years from 30 July 2026.
• Item 6 (Special): Appoint Sanket Hemant Goyal as Independent Director for five years.

Director changes

• Rajeev Patel to be re-appointed as Director (retiring by rotation).
• Manoj Ramanbhai Patel to be re-appointed as MD from 30 July 2026.
• Sanket Hemant Goyal appointed as Independent Director for five years from 30 July 2026.

Auditors

• Statutory Auditor: M/s M I Shah And Co appointed for FY 2026-27; remuneration to be fixed by Board.
• Secretarial Auditor: M/s HRU & Associates appointed for five years; fees to be determined.

Related party transactions

• MD remuneration includes salary up to Rs 1,00,000 monthly; commission up to 5% of net profits.
• Perquisites include HRA, medical, travel, car, and telecommunication allowances.
• Related party: Manoj Patel and Rajeev Patel are related parties.
• Remuneration terms subject to Schedule V and Board approval.

Dematerialisation processing status

• Securities received for dematerialisation were confirmed to depositories (accepted/rejected) and listed on the existing exchange.
• Physical certificates received for dematerialisation were mutilated and cancelled; depository name substituted as registered owner within 15 days.

Meeting Details

• Board meeting scheduled for Tuesday, 26 May 2026 at 1:00 P.M.
• Meeting will be held at the company’s registered office in Mumbai.

Key Agenda Items

• Consider and approve audited financial results for the quarter.