Vrundavan Plantation Ltd

Financials at a glance

• Revenue from operations for FY26: 4194.95 lakh.
• Net profit after tax: 177.39 lakh; basic EPS 3.01.
• EBITDA: 276.33 lakh; EBITDA margin 6.59%.
• PAT margin: 4.23%; diluted EPS 3.01.

Capital structure

• Authorized capital ₹25 crore; paid-up ₹6.1896 crore (61,89,600 shares).
• 8,56,872 equity shares issued on warrant conversion.
• Promoter holding Upendra Tiwari about 54% as at 31-Mar-2026.

Dividends & reserves

• Dividend not recommended for FY26.
• Securities premium ₹1,743.82 lakh; surplus ₹522.64 lakh.
• Total reserves ₹2,266.46 lakh.

Debt & liquidity

• Long-term borrowings ₹397.03 lakh; short-term borrowings ₹722.43 lakh.
• Current ratio 2.42; cash and cash equivalents ₹103.42 lakh.
• Total assets ₹4,534.95 lakh.

Governance & board

• Malvika Jagani appointed Non-Executive Independent Director on 24 Apr 2026.
• Board meetings held: 8; Audit Committee met 5 times.
• Independent Directors declarations compliant; annual evaluation conducted.

Auditors & internal controls

• Statutory auditors re-appointed; no qualifications.
• Internal audit by PHP & Associates; secretarial audit by Sonu Jain; controls adequate.

Related party disclosures

• Remuneration to KMP: Upendra ₹18.00; Akshita ₹2.20; Vishal ₹1.48.
• Purchases from related parties: Gokul Nursery ₹40.22 lakh; VRundavan Nursery ₹0.62.
• Receivables from related parties: Vrundavan ₹112.56; Upendra ₹39.78; Akshita ₹0.18.

Business and risks

• Two segments: Nursery and Service; diversified revenue sources.
• Key factors: regulatory changes, input costs, competition, and client base.
• Business not seasonal; not dependent on a single customer.

AGM details

• Date and time: 15 September 2026 at 2:30 PM.
• Mode: Physical at registered office, Ahmedabad.
• Record date for membership: 14 August 2026.
• E-voting cut-off: 8 September 2026.
• Remote e-voting window: 12 September 2026 to 14 September 2026.

Ordinary business resolutions

• Adopt Audited Financial Statements for year ended March 31, 2026.
• Re-appoint auditors M/s Panchal S K & Associates for five-year term; remuneration to be mutually agreed.
• Re-appoint Vishal Tiwari as Director, retiring by rotation.

Special business

• Re-appoint Malvika Jagani as Non-Executive Independent Director for second five-year term.

Director/auditor actions

• Managing Director authorized to execute documents to implement this resolution.

Dividend

• No dividend proposal or declaration mentioned.

Voting results

• Voting outcomes not disclosed in the filing.

Related party disclosures

• No material related party transactions disclosed.

AGM Notice & Schedule

• Draft Notice of 4th AGM for year ended 31 March 2026 approved.
• Draft Directors' Report for year ended 31 March 2026 approved.
• AGM scheduled for 15 September 2026 at 2:30 PM, physical in Ahmedabad.
• EVoting: window 12-14 Sep 2026; notice entitlement cut-off 14 Aug; EVoting cut-off 8 Sep.

Scrutinizer Appointment

• Ms Sonu Jain, Practising Company Secretary, appointed Scrutinizer for AGM.

Auditors & Directors

• Re-appoint M/s Panchal S K & Associates as Auditors for five years (2026-31).
• Vishal Tiwari to be re-appointed Director; subject to shareholders' approval.

Independent Director Appointment

• Appoint Malvika Jagani as Non-Executive Independent Director for second five-year term (2026-2031).
• MD Upendra Tiwari authorized to implement this resolution.

Dematerialisation/Rematerialisation status

• Details of securities dematerialised/rematerialised during the period have been furnished to all stock exchanges.
• NSDL/CDSL confirms furnishing such details to stock exchanges on behalf of the issuer.
• Details cover dematerialisation/rematerialisation during the period reported to exchanges.

Meeting Details

• Board meeting scheduled for Thursday, May 28, 2026.

Key Agenda Items

• Approve audited financial results for six months and year ended March 31, 2026.
• Consider the independent audit report for the same period.
• Approve appointment of Mr. Prashant H. Patel as internal auditor for FY 2026-2027.

Other Notes

• No additional material investor information was disclosed.

Board appointment

• Ms. Malvika Jagani appointed as additional non-executive independent director.
• Effective 24 April 2026, subject to shareholder approval.
• Term is five years from appointment, subject to approval.
• She has governance, compliance, and strategic advisory experience.
• She is not related to any directors, KMP, promoters, or promoter group.
• She is not debarred from holding director office.

Board decision

• Board approved appointment of Ms. Malvika Jagani as additional non-executive independent director.
• Appointment is effective 24 April 2026, subject to shareholder approval at the ensuing general meeting.
• Proposed term is five years from the date of appointment.

Meeting Details

• Board meeting scheduled for 24 April 2026.
• Meeting to be held at the company's registered office.

Key Agenda Items

• Consider and approve appointment of Ms. Malvika Jagani as Additional Director, Non-Executive Independent.
• Appointment subject to statutory approvals and shareholder approval.

Other Notes

• No additional material items disclosed.