Fabino Enterprises approves ₹5 lakh sale of subsidiary stake
- Fabino Enterprises approved selling its 99.998% stake in Upender Metaplast for ₹5,00,000
- The buyer includes Executive Director Vandana Jain, making it a related-party transaction
- Subsidiary contributed nil turnover and reported a loss of ₹7.13 Lacs in the last fiscal year
- Mrs. Tesu Alakh was re-appointed as Non-executive Independent Director
- M/s D G M S & Co. retained as Statutory Auditors until 2030-31
*this image is generated using AI for illustrative purposes only.
Fabino Enterprises has approved the sale of its entire stake in wholly-owned subsidiary Upender Metaplast Private Limited for a cash consideration of ₹5,00,000. The Board of Directors sanctioned the transaction during its meeting held on September 4, 2026, marking an exit from the building materials and metals trading segment.
The disinvestment involves the transfer of 50,000 equity shares, representing 99.998% of the subsidiary’s shareholding. The buyers are Mr. Atul Jain and Mrs. Vandana Jain. As Mrs. Vandana Jain serves as an Executive Director of Fabino Enterprises, the deal is classified as a related-party transaction. The company stated that arm’s-length pricing confirmation and requisite Audit Committee approvals will be recorded and disclosed separately.
Strategic Rationale
The Board cited prudence in withdrawing investment from the subsidiary as the primary rationale. Fabino Enterprises noted that it is concurrently scoping other viable projects and business opportunities. Upon completion, Upender Metaplast will cease to be a subsidiary of the listed entity. The transaction falls outside a Scheme of Arrangement and requires a Special Resolution under Section 180(1)(a) of the Companies Act, 2013.
Subsidiary Financial Profile
Upender Metaplast operates out of Sonipat, Haryana, and Delhi, supplying cement, steel, aluminium, and other construction materials. It also imports stainless steel cold-rolled coils from China. The financial impact on Fabino Enterprises appears minimal given the subsidiary's negligible contribution to consolidated turnover.
| Metric | Value |
|---|---|
| Turnover Contribution | Nil |
| Net Worth | ₹(3.42) Lacs |
| Total Assets | ₹554.22 Lacs |
| Total Liabilities | ₹557.63 Lacs |
| Profit/(Loss) After Tax | ₹(7.13) Lacs |
The subsidiary reported a net worth of ₹(3.42) Lacs, comprising share capital of ₹5.00 Lacs and other equity of ₹(8.42) Lacs. It posted a loss after tax of ₹7.13 Lacs in the last financial year.
Other Board Approvals
The Board also re-appointed Mrs. Tesu Alakh as a Non-executive Independent Director. Her term extends till the ensuing General Meeting. Additionally, M/s D G M S & Co., Chartered Accountants, were re-appointed as Statutory Auditors for the period from FY25-06 to 2030-31. The Board fixed the date, time, and place for the 15th Annual General Meeting and appointed Mr. Vivek Rawal as Scrutinizer.
Historical Stock Returns for Fabino Enterprises
| 1 Day | 5 Days | 1 Month | 6 Months | 1 Year | 5 Years |
|---|---|---|---|---|---|
| 0.0% | 0.0% | 0.0% | 0.0% | 0.0% | 0.0% |
What specific 'viable projects' is Fabino Enterprises currently scoping, and how do they align with the company's long-term strategic pivot away from trading?
How will the exit from the building materials segment impact Fabino Enterprises' revenue diversification and exposure to cyclical construction market risks?
Given the subsidiary's negative net worth, what was the strategic rationale for holding the stake until now, and are there any hidden liabilities or contingent risks associated with Upender Metaplast?
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