Vrundavan Plantation Ltd

Vrundavan Plantation Limited: Trading Window closed from Thursday, 01.10.2026 till 48 hours after the announcement of unaudited financial results for the six months ended 30.09.2026.

Independent Director re-appointment

• Ms. Malvika Jagani re-appointed Independent Director for a five-year term from 24 Apr 2026 to 23 Apr 2031.

AGM Details

• AGM held on 15 September 2026 at 2:30 PM, physical meeting in Ahmedabad.
• Remote e-voting ran 12–14 September 2026; eligibility cut-off 8 September 2026.
• Meeting duration 2:30 PM to 2:50 PM.
• Record date for voting 8 September 2026.

Key Resolutions & Outcomes

• Item 1 (Ordinary): Adopt financial statements; passed.
• Item 2 (Ordinary): Re-appoint Auditors and fix remuneration; passed.
• Item 3 (Ordinary): Re-appoint Vishal Tiwari as Director; passed.
• Item 4 (Special): Appoint Malvika Jagani as Non-Executive Independent Director; passed.

Director Changes

• Vishal Tiwari re-appointed as Director (retiring by rotation).
• Malvika Jagani appointed as Non-Executive Independent Director.

Auditor Appointments

• Auditors to be re-appointed; remuneration to be fixed.

AGM Details

• AGM held on Sept 15, 2026 at 2:30 PM, physical at 307, Sun Avenue One, Ambawadi, Ahmedabad.
• Remote e-voting facility available Sep 12-14, 2026; cut-off date Sep 8, 2026.
• Ten members attended the meeting.

Key Resolutions

• Ordinary: Adopt financial statements including balance sheet, P&L, cash flow, notes, and auditor's report.
• Ordinary: Re-appoint auditors and fix their remuneration.
• Ordinary: Appoint Vishal Tiwari, retires by rotation, for re-appointment.
• Special: Appoint Malvika Jagani as Non-Executive Independent Director.

Voting Results

• Voting results not disclosed in the document; to be declared within prescribed timelines.
• Scrutinizer's report will be submitted to the stock exchange and posted on the company website.

Director Changes

• Vishal Tiwari to be re-appointed as Director, retiring by rotation.
• Malvika Jagani appointed as Non-Executive Independent Director.

Auditor Appointments

• Auditors to be re-appointed; remuneration to be fixed.

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.