Benara Bearings & Pistons Ltd members unanimously approved all four resolutions proposed at the 36th Annual General Meeting (AGM) held on September 28, 2026. The voting results, declared pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, showed 100% support for the adoption of standalone and consolidated audited financial statements for the fiscal year ended March 31, 2026.

The company utilized the e-voting facility mandated by the Ministry of Corporate Affairs circulars. Remote e-voting commenced on September 25, 2026, at 9:00 am and concluded on September 27, 2026, at 5:00 pm. Shareholders who did not vote remotely were permitted to cast their votes electronically during the meeting until 3:30 pm.

Meeting proceedings and attendance

Mr. Vivek Benara, Managing Director of the company, occupied the chair for the meeting which commenced at 2:50 PM and concluded at 3:10 PM through Video Conferencing. A total of 5 members were present in the meeting, satisfying the quorum requirements under Section 103 of the Companies Act, 2013.

The Chairman informed members that the company was in compliance with applicable Acts and Rules regarding the calling and conducting of the meeting. Since the meeting was conducted via VC, no proxies were required. The Register of Members, Register of Directors, and other statutory registers were kept open for inspection in electronic mode for shareholders who requested access.

Resolution outcomes

Mrs. Kriti Daga, Practicing Company Secretary, served as the Scrutinizer. Her report confirmed that all resolutions received requisite majority approval. The specific voting breakdown is detailed below:

Governance updates

The board approved the re-appointment of Panna Lal Jain, who retired by rotation, and the appointment of two new Independent Directors, Harvendra Kumar Singh and Sunidhi Jain, each for a five-year term. The unanimous passage of these resolutions indicates strong alignment between the management and the participating shareholder base regarding the company's strategic direction and governance structure.

Benara Bearings & Pistons Limited reported a net loss of ₹1,610.25 lakh for the financial year ended March 31, 2026, a significant improvement from the net loss of ₹2,748.22 lakh recorded in FY25. The reduction in losses was driven by a sharp decline in operating expenses and provisions, although revenue from operations contracted by 62% to ₹411.55 lakh from ₹1,091.52 lakh in the prior year.

Statutory auditors Agarwal Jain and Gupta issued a disclaimer of opinion on both standalone and consolidated financial statements. The auditors cited an inability to obtain sufficient appropriate evidence regarding the recoverability of non-current assets, long-term loans, and inventories. Crucially, they highlighted that the company’s net worth has become negative and it has incurred cash losses, raising material uncertainty about its ability to continue as a going concern.

Financial Performance

The company’s total revenue stood at ₹503.08 lakh, down from ₹1,106.89 lakh in FY25. While revenue from operations dropped significantly, other income rose to ₹91.53 lakh from ₹15.36 lakh, largely aided by a profit on the sale of assets amounting to ₹50.30 lakh and gains from one-time settlement (OTS) waivers.

Total expenses decreased to ₹2,152.58 lakh from ₹2,877.96 lakh in the previous year. This decline was primarily attributable to lower provisions for bad debts and inventory write-offs, despite high absolute values. Finance costs remained relatively stable at ₹34.48 lakh.

What the Numbers Show

A critical divergence exists between the reported improvement in net loss and the underlying operational health. While the net loss narrowed by over ₹1,100 lakh, this was not driven by operational efficiency but by a reduction in non-cash provisions and exceptional items. In FY25, exceptional items included a massive provision of ₹864.29 lakh; in FY26, no such exceptional items were recorded, yet inventory write-offs of ₹910.07 lakh were booked directly within other expenses. This accounting treatment masks the severity of asset devaluation, which auditors flagged as a key risk area.

Balance Sheet and Liquidity Concerns

The balance sheet reflects severe liquidity stress. As of March 31, 2026, total equity stood at a negative ₹2,447.07 lakh, compared to negative ₹836.80 lakh in the previous year. Current liabilities far outstripped current assets, with short-term borrowings alone amounting to ₹5,108.06 lakh against total current assets of just ₹1,216.45 lakh.

The company is actively negotiating one-time settlements with banks and financial institutions. Due to continued defaults, several loan accounts have been classified as Non-Performing Assets (NPAs). Consequently, the company did not recognize interest expenses on these borrowings during the period, pending the finalization of settlement terms. Auditors noted they could not verify the status of these negotiations or the accrued interest amounts.

Governance and Compliance

The 36th Annual General Meeting is scheduled for September 28, 2026. Key agenda items include the re-appointment of Chairman Panna Lal Jain and the appointment of Harvendra Kumar Singh and Sunidhi Jain as independent directors.

Regulatory compliance issues persist. The secretarial audit report noted violations of SEBI Listing Regulations regarding delayed filing of annual reports and financial results, resulting in fines levied by BSE. Additionally, the company failed to maintain a whole-time Company Secretary for a significant portion of the year, leading to non-compliance with Section 203 of the Companies Act, 2013.