GOCL Corporation reported a consolidated net profit of ₹1,52,194.70 lakh for the financial year ended March 31, 2026, a substantial rise from ₹15,702.16 lakh in the previous year. This growth was largely driven by profit from discontinued operations, which stood at ₹1,24,235.91 lakh for the year. The board of directors recommended a final dividend of ₹30 per share, or 1500%, for the financial year 2025-26, subject to shareholder approval at the upcoming Annual General Meeting.

The company's revenue from operations for the year stood at ₹976.31 lakh, while other income contributed significantly to the total income, which reached ₹42,557.34 lakh. For the quarter ended March 31, 2026, the net profit after tax was 751M rupees compared to 230M rupees in the same period last year, while total income for the quarter stood at 787M rupees against 596M rupees on a year-on-year basis. The board also approved the re-appointment of Mr. Ravi Jain as Whole-Time Director and Chief Financial Officer for a term of one year effective from July 4, 2026, subject to necessary approvals.

In a significant disclosure, the board ratified corporate guarantees amounting to ₹1,31,600 lakhs extended to Hinduja National Power Corporation Limited and Hinduja Energy India Limited. These guarantees were not processed as Related Party Transactions under the Companies Act, 2013, and SEBI Listing Regulations, and thus lacked prior shareholder approval. The company has initiated the process of obtaining post-facto shareholder approval and is evaluating steps to regularize the matter, including potential representation to SEBI.

The board also approved a proposal to issue security on land properties and provide a corporate guarantee to secure loans up to ₹300 crores for Hinduja Energy (India) Limited, a related party. Shareholder approval will be sought for this transaction via a postal ballot. Furthermore, the company has classified its detonators and blasting devices manufacturing operations as discontinued operations following a decision to cease them.

The statutory auditors, Haribhakti & Co. LLP, issued an unmodified opinion on the audited financial results. However, they drew attention to the matter regarding the non-compliance related to the corporate guarantees. The auditors noted that based on management's assessment and legal advice, the outcome of the regularisation process is not expected to have a material impact on the financial statements.

Quarterly Performance (Q4)

The following table highlights GOCL Corporation's key financial metrics for the quarter ended March 31, 2026, compared to the same period in the prior year:

Consolidated Financial Results

The table below presents the full-year consolidated financial performance for the year ended March 31, 2026:

Key Board Approvals

The board meeting resulted in several significant approvals, summarised below:

GOCL Corporation has received a 'No Objection' letter from the National Stock Exchange of India Limited (NSE) regarding its proposed scheme of merger by absorption of Hinduja National Power Corporation Limited. This communication, dated May 22, 2026, follows an earlier intimation dated December 15, 2025, where the Board of Directors approved the scheme under Sections 230 to 232 of the Companies Act, 2013. The company had previously received a similar observation letter from BSE Limited on May 20, 2026.

The proposed merger involves the absorption of Hinduja National Power Corporation Limited, designated as the Transferor Company, into GOCL Corporation Limited, the Transferee Company. The NSE's 'No Objection' status permits the company to proceed with filing the necessary petition with the National Company Law Tribunal (NCLT), subject to compliance with specific conditions outlined in the observation letter.

Regulatory Conditions and Compliance

The NSE outlined several conditions that the entities must comply with. The company is required to disclose all details of ongoing adjudication, recovery proceedings, and prosecution initiated against the company, its promoters, and directors before the NCLT and shareholders. Additionally, any additional information submitted to the stock exchange post-filing must be displayed on the websites of the listed company and the exchanges.

The entities involved must ensure that all liabilities of the Transferor Company are transferred to the Transferee Company. The NSE also emphasized that the financials considered for the valuation report should not be older than six months from the date of the NOC from the stock exchange.

Shareholder Disclosures

The observation letter mandates extensive disclosures to shareholders in the explanatory statement. These include the classification of all entities or individuals in Hinduja National Power Corporation Limited as 'Promoter and Promoter Group' of GOCL post-merger. The company must also provide the Valuation Report, projections considered for valuation, and the rationale for the merger, including the swap ratio and synergies.

Furthermore, the notice to shareholders must include audited financials for the last three years of all entities involved, details of assets and liabilities being transferred, and a No Objection Certificate (NOC) from lending banks or financial institutions. The proposed equity shares issued under the scheme must be in dematerialized form only.

Next Steps and Validity

The observation letter from NSE is valid for six months from May 22, 2026, within which the company is required to submit the scheme to the NCLT. The exchange reserves the right to withdraw its 'no objection' status if any information provided is found to be incomplete, incorrect, or misleading. The scheme is also subject to the approval of the respective shareholders and other regulatory authorities.