Zenith Steel Pipes & Industries Ltd

Zenith Steel Pipes & Industries Limited trading window closed for Designated Persons from Thursday, 01 October 2026 till the expiry of 48 hours after the declaration of financial results for the half year ended 30 September 2026

Key Update

• NSE observed non-submission of machine-readable results; attached the PDF.
• Declaration of Unmodified Opinion submitted per SEBI format; signed by Audit Committee Chairperson.
• Standalone results for quarter and year ended 31 March 2026 audited with a qualified opinion.
• Net worth remains negative; going concern basis adopted; revival measures underway.
• MoU with TREPL to takeover Rs 15,894.92 lakhs borrowings; partial repayments made.
• Debt assignment to India SME ARC; next hearing set for 30 June 2026.

Financial snapshot

• Standalone revenue from operations: ₹4,997.31 Lakhs; down 58% YoY.
• Standalone PAT: ₹311.09 Lakhs (net for the year).
• Consolidated revenue from operations: ₹5,337.61 Lakhs.
• Consolidated PAT: ₹438.30 Lakhs.
• Standalone total comprehensive income: ₹310.34 Lakhs.
• Dividend: no dividend declared for FY2025-26.
• Consolidated net worth negative; gearing -7.66x.

Revenue and profitability trends

• Total income declined from ₹12,925.51 to ₹7,376.59 Lakhs.
• Standalone PBDIT: ₹627.22 Lakhs; Consolidated PBDIT: ₹754.43 Lakhs.
• Standalone PAT from continuing operations: ₹445.29 Lakhs; net PAT: ₹311.09 Lakhs.
• Earnings per share: Basic/Diluted ₹0.22.
• Other income rose to ₹2,379.28 Lakhs.

Debt, liquidity and capital structure

• Consolidated borrowings: ₹21,546.58 Lakhs; cash and cash equivalents: ₹72.38 Lakhs.
• Gearing ratio: -7.66x; current ratio: 0.22x.
• Net worth is negative; revival plan underway to restore liquidity.
• Debt-resolution efforts include TREPL MoU for debt settlement of ₹15,894.92 Lakhs; principal ₹9,295 Lakhs outstanding.

Audits, governance and internal controls

• Statutory auditors issued a qualified opinion on standalone financials; going concern is a material uncertainty.
• Internal controls show weaknesses: no delegation of authority matrix; no risk-control matrix; control lapses in secretarial compliance.
• Secretarial Auditor: M/s Pimple & Associates appointed for five years.
• Board conducted six meetings; governance policies and committee structures disclosed.

Regulatory actions and major developments

• SEBI GDR ban in 2021; SAT reduced penalty to ₹25 Lakhs; Supreme Court appeal ongoing.
• TREPL MOU for takeover of bank borrowings; ₹15,894.92 Lakhs; ₹9,295 Lakhs outstanding.
• Debt assignment to ARCs; DRT hearing scheduled for 30/06/2026.
• Company continues revival measures and governance enhancements.

Subsidiaries and consolidation

• Two wholly-owned foreign subsidiaries: Zenith USA Inc. (USA) and Zenith Middle East FZE (Dubai).
• Consolidated statements include these subsidiaries; detailed local statutory filings are not attached per MCA exemptions.
• Policy on material subsidiaries disclosed on the company website.

Outlook, risks and strategy

• Outlook: FY2026-27 revenue growth expected 6-8%; steel demand growth 9-10%.
• Risks: raw material price volatility, foreign exchange movements, imports, policy changes.
• Management focus: improve capacity utilization, working capital discipline, and profitability.
• Monitoring of SARFAESI and related regulatory actions continues; revival plan remains critical.

Director changes

• Cessation as Independent Director upon completion of term, effective 24 August 2026.
• Ceases as Director and member of Board committees from 24 August 2026.
• Directorship held in Ok Play India Limited.
• Appointment of Mrs. Aradhana Nayak as Additional Director, Non-Executive Independent Director.
• Effective 24 August 2026; until ensuing General Meeting; independent term of 5 years subject to shareholders.
• Not related to any Director; not debarred by SEBI.
• Brief profile: Postgraduate; Diploma in Electronics and Telecommunication Engineering; analytical/technical experience.

Standalone results

• Standalone revenue from operations: 706.75; total income: 873.08 Lakhs.
• Standalone PBT before exceptional items: 35.06; PAT: 33.12; EPS: 0.02.
• Standalone expenses include raw materials 303.05; inventories change (131.43); employee 112.28.
• Inventory value 669.96 Lakhs noted; manual valuation; internal controls to be strengthened.
• Auditor’s limited review issued a qualified conclusion; Emphasis on going concern; expects full operations by 31/08/2026.

Consolidated results

• Consolidated turnover 873.08; total income 884.07; PAT 43.83; EPS 0.03.
• Consolidated inventories 669.96; additions to assets (India) 23.35.
• Notes indicate going concern emphasis; overall Group is navigating revival and regulatory matters.

Geography & segment mix

• Primary segment: Pipes; India revenue 265.43 (products) + 427.14 (services).
• Exports from India: 25.17 (products); total standalone income from operations 717.74.
• Overseas subsidiaries include Zenith USA and Zenith Middle East; consolidation reflects group.

Key risks & outlook

• Negative net worth; going concern basis adopted; revival plans in progress.
• Regulatory matters: SEBI GDR debarment; SARFAESI actions; DRT hearing set for 19 Oct 2026.
• Zinc tank rupture in Q3 FY2025-26 led to temporary production suspension; resume targeted by 31/08/2026.
• MOU with TREPL for takeover of borrowings; debt assignment to ARCs; settlement ongoing.

Financial results approved

• Unaudited standalone results for quarter ended 30 June 2026 approved.
• Unaudited consolidated results for quarter ended 30 June 2026 approved.

Auditors and regulatory disclosures

• Independent auditors issued qualified conclusions on standalone and consolidated results.
• Going-concern uncertainty noted; management relies on revival plans.
• Trading window opens 48 hours after results release.
• SEBI GDR debarment; SAT order partially allowed; Supreme Court appeal pending.
• Deposits non-compliance under Companies Act; potential regulatory implications.
• Dormant bank accounts provision of ₹40.99 lakh.
• Balance confirmations and reconciliations pending; audit evidence limited.
• SARFAESI/DRT proceedings ongoing; next hearing 19 Oct 2026.
• TREPL MoU to settle borrowings; outstanding principal ₹9,295 lakh.
• Debt assignment to India SME ARC; total dues ₹1,189.41 crore.
• GST rectification order; penalty ₹0.79 lakh paid.
• Inventory valuation concerns; manual method; process to strengthen controls.

Operations and revival updates

• Zinc tank rupture caused production halt; resume by 31/08/2026.
• Quarter sales impacted due to production disruption.
• Zinc dross sale realized ₹91.06 lakh.
• Operations expected to be fully resumed by 31/08/2026.
• Plan to implement system-based inventory tracking.

Meeting Details

• 13 August 2026 1:00 PM at 1st Floor, Dalamal House, 206 J B Marg, Nariman Point, Mumbai.

Key Agenda Items

• Unaudited standalone and consolidated financial results for quarter ended June 30, 2026.
• Any other matter with permission of the Chair.

Other Notes

• Trading window closed from July 1, 2026, until 48 hours after results on August 13, 2026.

Dematerialisation status and records update

• Dematerialisation requests up to 30 June 2026 were confirmed to depositories and listed on the exchange.
• Security certificates received for dematerialisation were mutilated and cancelled after verification.
• Depository name substituted as registered owner within 15 days of receipt.