Vishvprabha Ventures Ltd

Vishvprabha Ventures Limited: Trading Window Closed from September 26, 2026 until 48 hours after the declaration of Financial Results for the quarter ending September 30, 2026

Financial highlights

• Standalone revenue from operations: 831.26 lakh; total revenue: 840.83 lakh.
• Consolidated total revenue: 1093.01 lakh; PAT: -137.34 lakh.
• Standalone PBT: -99.97 lakh; Consolidated PBT: -172.99 lakh.
• Standalone PAT: -64.32 lakh; Consolidated PAT: -137.34 lakh.
• Standalone EPS: -2.06; Consolidated EPS: -4.40.
• Gearing: Standalone 1.17x; Consolidated 2.63x.
• Current ratio: Standalone 1.22x; Inventory turnover 2.69x.
• ROE: -0.07% (Standalone); ROE not disclosed for consolidated.
• Promoter holding: 58.97%; Share capital: Rs 311.82 lakh.
• Standalone total assets: Rs 2,195.39 lakh; Consolidated assets: Rs 2,888.97 lakh.
• Standalone segment revenue: Construction 517.33; Ready Mix 313.93; total 831.26.
• Major customer revenue share: Rs 484.00 lakh.

Revenue mix and segments

• Standalone segment revenue: Construction Contracting 517.33 lakh; Ready Mix 313.93 lakh; total 831.26 lakh.
• Consolidated segment revenue: Construction 831.26 lakh; Manufacturing 239.61 lakh; total 1,070.87 lakh.
• Major customer contribution: 484.00 lakh in FY2025-26.

Capital structure and liquidity

• Standalone borrowings: 981.73 lakh; Consolidated borrowings: 2,181.30 lakh.
• Standalone cash: 6.93 lakh; Consolidated cash: 57.04 lakh.
• Share capital: Rs 311.82 lakh.
• Total assets: Standalone Rs 2,195.39 lakh; Consolidated Rs 2,888.97 lakh.

Governance and audit

• Board comprised of 4 Directors; 2 Independent Directors.
• Statutory Auditor: M/s Nimesh Mehta & Associates; Secretarial Auditor: M/s V K Bhanushali & Co.
• Board meetings held: 5 during FY2025-26; attendance high.
• Independent Directors' separate meeting held on 01/10/2025.

Subsidiaries and related parties

• Subsidiaries: Vishvprabha Foods Pvt Ltd (100%); Vishvprabha Buildcon Pvt Ltd (51%).
• Related-party loans: Mitesh Thakkar Rs 210.09 lakh; Vishvprabha Foods Rs 291.02 lakh outstanding.
• Subsidiary loans: Vishvprabha Foods Rs 291.02 lakh; Vishvprabha Buildcon Rs 0.77 lakh.

Outlook and risks

• Outlook positive for infrastructure and building projects; growth to hinge on policy and demand.
• Risks include regulatory changes, macro shocks, and funding liquidity.

Audit qualifications and disclosures

• Auditors’ report includes qualifications on imprest expenses, manual inventory, ITC reversal, gratuity, TDR GST reporting.
• Notes flag non-deposit of statutory dues and NPA Bank account as emphasis of matter.

Shareholder and market information

• Shareholding: Mitesh J. Thakkar holds ~58.97% at year-end 2026.
• Annual dividends were not declared for FY2025-26.

AGM & Governance

• AGM: 42nd meeting on 30 Sep 2026 via VC/OAVM.
• Cut-off date for voting: 23 Sep 2026.
• Remote e-voting window: 27 Sep 2026 09:00 to 29 Sep 2026 17:00.
• Board changes: Patil appointed Independent Director May 30, 2025; Barod reappointed Jul 1, 2025; Sawant resigned.

Financial Highlights

• Standalone FY26 revenue 840.83 L; PAT -64.32 L; EPS -2.06.
• Consolidated FY26 revenue 1,093.01 L; PAT -137.34 L; EPS -4.40.
• Total borrowings: standalone 981.73 L; consolidated 1,783.68 L.
• Gearing: standalone 1.17x; consolidated 2.63x.

Subsidiaries

• Subsidiaries: Vishvprabha Foods Pvt Ltd 100%; Vishvprabha Buildcon Pvt Ltd 51%.

Regulatory & Compliance

• BSE fines Rs 31,860 for non-appointment of Company Secretary and delays in results.

AGM Details

• AGM date/time: 30 September 2026 at 2:00 PM, via VC/OAVM.
• Mode: Video Conferencing / Other Audio Visual Means.
• Cut-off date for member voting: 23 September 2026.
• Remote e-voting window: 27–29 September 2026 (9 AM–5 PM).
• Notice and annual report available on company and depository portals.

Resolutions proposed

• Ordinary: adopt standalone financial statements for year ended 31 March 2026.
• Ordinary: adopt consolidated financial statements for year ended 31 March 2026.
• Ordinary: appoint M/s Nimesh Mehta & Associates as statutory auditor for five years.
• Special: convert unsecured loan into equity up to Rs 4 crore via preferential allotment/private placement.
• Special: reappoint Paresh Ramanlal Desai as Executive Director for five years.
• Special: reappoint Paresh Desai as Independent Director for five years.
• Special: authorize board actions to implement resolutions, including ROC filings.

Voting results

• All resolutions reported as passed by requisite majority; no adverse voting noted in filing.

Dividend

• Dividend was not declared for the year.

Director changes

• Independent directors: Rajalaxmi Sawant and Utsav Bhavsar resigned in 2025.
• Appointed: Manish Prabhakar Patil appointed Independent Director in 2025 for five years.
• Independent Director Rakhi Barod reappointed for a five-year term starting 2025.
• CFO changes: Ajay Kumar Singh served as CFO; Pooja Hemant Palan appointed CFO in late 2025.
• Company Secretary: Rudrabahadur Bhujel resigned; Isha Gavaskar appointed Company Secretary in 2026.

Auditor appointments

• Statutory Auditor: M/s Nimesh Mehta & Associates appointed for five years (commencing at AGM).

Material related party transactions

• Related-party loans to subsidiaries and loans from directors disclosed; several balances and movements noted.
• Loans to Vishvprabha Foods and Vishvprabha Buildcon outstanding at year-end reported.
• Director-related transactions include sitting fees, salaries, and inter-company loans; transactions mostly at arm's length.

Other material approvals

• Board authorized to negotiate/execute loan agreements, conversion terms, and related filings for the proposed equity conversion.

Newspaper publication of results

• Unaudited consolidated & standalone results extracts for quarter ended 30 June 2026 published in Financial Express and Pratahkal.
• Publication done under Regulations 30 and 47 of LODR.

Financial results approved

• Board approved unaudited standalone and consolidated results for quarter ended 30 June 2026.
• Unaudited standalone and consolidated results approved; auditor reports attached.

Capital action

• Board approved converting up to ₹4 crore loan into equity via preferential/private placement, subject to member approval.

Regulatory and compliance matters

• Qualified conclusion on standalone results due to imprest expenses lacking documentation.
• Emphasis of Matter notes unpaid statutory dues; GST non-filing; potential penalties.
• GST returns not filed since April 2026; risk of GST registration suspension.
• Bank of Maharashtra NPA upgrade reported.

Meeting Details

• Date: 14 August 2026; time and venue not disclosed.

Key Agenda Items

• Audited standalone and consolidated financial results for quarter ended June 30, 2026.
• Conversion of unsecured loan into equity via preferential allotment or private placement, subject to approvals.

Other Notes

• No additional material notes disclosed in this filing.

NPA status update

• Bank of Maharashtra cash credit facility upgraded to Performing Asset as of 19 July 2026.
• Date of confirmation: 19 July 2026; follows 25 April 2026 update.