Constronics Infra Ltd

Dematerialisation status

• RTA processed all dematerialisation requests for the quarter (accepted/rejected) to depositories.
• Securities dematerialised have been listed on the stock exchanges where earlier issued securities are listed.
• Physical certificates for dematerialisation were mutilated and cancelled; depository named as registered owner within the prescribed time limit.

Constronics Infra Limited: Trading Window closed from 01 October 2026 till 48 hours after the conclusion of the Board meeting to consider the unaudited standalone and consolidated financial results for the quarter and half year ending 30 September 2026.

Key terms

• Subsidiary executes a 25-year captive solar PPA with ELGI Equipments and Tablets (India) Limited.
• ELGI and Tablets acquire a combined 31.15% equity stake in Constronics Energy Solutions Private Limited.
• Off-take capacity under the agreement is 7.85 MWp DC for 25 years.
• Initial annual revenue impact is about ₹5.20 crores.
• Current-year net profit is expected to grow approximately 450% year-on-year.

Book closure details

• Book closure for Constronics Infra Ltd: 24 September 2026 to 30 September 2026 (inclusive).
• Purpose: 34th Annual General Meeting for the financial year ended 31 March 2026.
• Security type: Equity shares; Security code: BSE 523844.

Financial highlights

• Standalone Turnover: 4,861.42 lakh for FY2025-26.
• Standalone Total Revenue: 5,038.51 lakh; down from prior year.
• Standalone PAT: 310.61 lakh.
• Standalone EPS: Basic 2.48; Diluted 2.00.
• Consolidated Total Income: 5,032.49 lakh.
• Consolidated PAT: 282.02 lakh.
• Consolidated EPS: Basic 2.25; Diluted 1.81.
• Dividend declared: none for FY2025-26.
• Equity capital: 1,252.90 lakh; Reserves: 2,101.99 lakh.
• CWIP: 2,335.27 lakh; Solar panels component noted.
• Standalone net debt to capital: 0.17%; Consolidated 40.71%.
• SBI term loan sanctioned ₹1,900 lakh; outstanding ₹1,695 lakh at year-end.

Subsidiaries & acquisitions

• Acquired 100% stake in Constronics Energy Solutions Private Limited on 03 May 2025.
• Initial consideration ₹1 Lakh; further investment ₹8.97 Crore.
• Subsidiary loan to group: 413.98 lakh (Intercompany).
• Subsidiary collateral: promoter stake pledged 10.63% in Constronics Infra.
• Subsidiary accounting consolidated with Group; Annexure A details.

Debt, liquidity & cash flows

• SBI Term Loan: ₹1,900 lakh sanctioned; ₹1,695 lakh outstanding; 8.65% interest.
• Security: corporate guarantee; 30% of Constronics Energy Solutions shares pledged.
• Promoter pledged 10.63% of Constronics Infra shares as collateral.
• Standalone cash: ₹47.45 lakh; Consolidated cash: ₹58.15 lakh.
• Standalone borrowings including lease: ₹55 lakh; Net debt: ₹7 lakh; Net debt to capital 0.17%.
• Consolidated borrowings: ₹1,749 lakh; Net debt: ₹1,691 lakh; Net debt to capital 40.71%.
• Warrants lapse: 30,09,899 warrants; 25% upfront forfeited.

Governance & management

• Board composition: six directors; 2 executive, 4 non-executive; 3 independent.
• MD reappointed 26 November 2025 for 3 years.
• CFO appointed: Sivanandham Vijayakanth on 02 May 2025.
• Independent Directors confirmed; Kailas Ashokkumar Ashon appointed 04 Sep 2025; Yesaian ceased 04 Sep 2025.
• Audit Committee: 4 members; 8 meetings in 2025-26.
• Nomination & Remuneration Committee: 2 meetings in 2025-26.
• Stakeholders Relationship Committee: 2 meetings in 2025-26.
• Statutory Auditor: M/s B. Thiagarajan & Co for five-year term to 2030.
• Secretarial Auditor: S.S. Vignesh; 5-year term 2025-30.

Audit, risk & compliance

• Auditors qualified opinion due to ₹5.87 lakh seizure; no provision recognized.
• Consolidated/Standalone notes show impact on prior year profits if recognized.
• Penalty: Rs 23,600 by BSE for late submission of audit qualification statement.
• Secretarial Audit noted Regulation 33 delay; steps taken; fine paid.
• Internal audit by GNST & Associates; ongoing risk management framework.
• No significant going concern concerns; adequate internal financial controls.

Related party disclosures

• Remuneration to KMP: Sureshkumaar ₹2.83 lakh; Rishab Kothari ₹3.00 lakh; Sivanandham ₹3.63 lakh.
• Sitting fees to TS Srinivasan: ₹0.98 lakh.
• Intercompany loan to Constronics Energy Solutions: ₹413.98 lakh outstanding.
• Related party purchases: Biggen Technologies ₹0.30 lakh during year.
• Balances with related parties at year-end: KMP remuneration payable ₹0.23–₹0.25 lakh; others ₹0.18 lakh.

CSR, POSH & governance reminders

• CSR applicability: not applicable for the year.
• POSH: no sexual harassment complaints; Internal Committee constituted post year.
• Whistle blower policy in place; no complaints received during year.
• Code of Conduct applicable; compliance affirmed by MD and senior management.

Operational & capital developments

• Capital Work in Progress includes solar panels; CWIP amount ₹2,335.27 lakh.
• Primary business: construction and trading in building materials; M-sand, blue metal, crushed stone.
• Consolidated segment: single reportable segment for construction activities.

AGM scheduling

• Date, time, venue approved for 34th AGM: Sept 30, 2026 at 3:00 PM via VC/OAVM.
• Draft notice and proposed resolutions to be placed before shareholders.
• Board meeting held Sep 7, 2026 from 5:00 PM to 5:30 PM.

Board & results

• Board approved standalone and consolidated unaudited results for quarter ended 30-Jun-2026.
• Limited Review report by B. Thiagarajan & Co. issued for standalone and consolidated results.

Standalone highlights

• Standalone revenue from operations (net): 956.66 lakhs; total income: 987.92 lakhs.
• Standalone net profit after tax: 73.04 lakhs; Basic EPS: 0.58; Diluted: 0.51.

Consolidated highlights

• Consolidated revenue from operations (net): 956.66 lakhs; total income: 985.06 lakhs.
• Consolidated net profit after tax: 69.88 lakhs; Basic EPS: 0.56; Diluted: 0.48.

Other key notes

• Cash balance at 30-Jun-2026 includes Rs 5.87 lakhs seized; no provision made.
• Convertible warrants issued: 30,09,899; Rs 8.27 crores received; forfeited for non-exercise.
• No investor complaints pending for the quarter.

Meeting Details

• Board meeting scheduled for Friday, 14 August 2026; time and venue not disclosed.

Key Agenda Items

• Consider and approve unaudited standalone and consolidated financial results for quarter ended 30 June 2026.

Other Notes

• Trading window for designated persons and relatives: 1 July 2026 to 16 August 2026 (inclusive).