Indus Fila Ltd confirmed that its promoters and promoter group, including persons acting in concert, did not encumber any shares directly or indirectly during the financial year ended March 31, 2026. The disclosure ensures compliance with regulatory requirements regarding shareholding transparency.

The declaration was submitted pursuant to Regulation 31(4) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. This regulation mandates companies to disclose any encumbrance of shares by promoters to maintain market integrity.

The filing was signed by Mukesh Chandrakant Karwa, Partner, on behalf of the company. The confirmation covers all members of the promoter and promoter group, ensuring no indirect or direct share pledging occurred during the specified period.

Indus Fila Limited reported a widened net loss of ₹257.40 lakh for the year ended March 31, 2026, compared to a loss of ₹228.88 lakh in the previous year, as revenue from operations remained nil. The company’s Board of Directors approved the audited standalone financial results for the year and quarter ended March 31, 2026, on May 20, 2026. The financial performance reflects a period of operational stagnation with significant expenses driven by finance costs and professional fees, even as the company prepares for relisting following NCLT proceedings.

Total income for the year stood at ₹0.00 lakh, down from ₹16.00 lakh in the prior year, primarily due to the absence of other income such as profit on the sale of fixed assets. Total expenses rose to ₹255.27 lakh from ₹242.51 lakh in the previous year. Finance costs constituted the largest expense component at ₹183.01 lakh, followed by other expenses at ₹63.62 lakh. The company reported a basic and diluted loss per share of ₹5.04 for the year.

Financial Performance

The statement of profit and loss highlights the company's continued financial strain. With zero revenue from operations, the firm relied entirely on other income in the previous year, which was absent this year. The increase in finance costs and other expenses, including legal and consultancy charges, contributed to the higher net loss.

Balance Sheet and Liabilities

The balance sheet as of March 31, 2026, shows total assets at ₹1279.48 lakh, a decrease from ₹1506.32 lakh in the previous year. The decline is attributed to a reduction in other current assets and cash equivalents. Current assets stood at ₹1243.97 lakh, largely comprising stock in trade valued at ₹1143.40 lakh. Cash and cash equivalents decreased significantly to ₹5.44 lakh from ₹14.95 lakh.

On the liabilities side, total equity and liabilities stood at ₹1279.48 lakh. The company’s equity remains negative at ₹(1327.61) lakh, indicating a deficit. Total borrowings amounted to ₹2185.64 lakh, comprising non-current borrowings of ₹2084.79 lakh and current borrowings of ₹100.85 lakh. Trade payables were recorded at ₹293.86 lakh.

Auditor’s Observations and Governance Issues

CA AG & Associates, the statutory auditors, issued a qualified opinion on the financial statements. The qualification stems from several material factors, including a disputed Tax Deducted at Source (TDS) liability of ₹1,75,12,709 from periods prior to the NCLT order, which the company intends to write off but has not yet been accepted by the tax department. Additionally, the auditors noted the diversion of term loan funds obtained from Axis Finance Limited. While the loan was sanctioned for investment in group projects, partial funds were used for unsecured loan repayment and operations due to delays in project implementation.

The auditors also emphasized significant governance lapses. The company has not constituted an Audit Committee as mandated by Section 177 of the Companies Act, 2013. Furthermore, all three directors are designated as Additional Directors, and the company is yet to reconstitute the Board in line with regulatory requirements as it prepares for relisting. The auditors also reported that the company does not have adequate internal financial controls over financial reporting, citing the misutilisation of loan proceeds and unresolved TDS defaults as material weaknesses.

Regulatory Compliance and Relisting Status

The company’s listing status remains suspended, and it is currently unable to comply with the Minimum Public Shareholding (MPS) rule requiring 25% public holding. Management stated that compliance with listing norms and MPS rules will be addressed once the relisting process is completed following the fulfilment of all regulatory requirements. The company has also not declared any dividend during the financial year 2025-26.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE025I01012/81e9ff48-73c2-47c2-9650-94e4ff296f93.pdf