Shri Gang Industries and Allied Products Limited has scheduled its 37th Annual General Meeting (AGM) for September 26, 2026. The meeting will address a proposed alteration in the utilization of funds from a previous Fully Convertible Warrants (FCW) issue and an increase in the Chief Operating Officer's remuneration.

The Board of Directors also decided to defer its planned increase in authorized share capital and potential equity issuance, originally notified on August 26, 2026. These matters will be placed before the board at a subsequent meeting.

Deferred Capital Raise

The board deferred two key agenda items from the August 31, 2026 meeting:

• Increasing the authorized share capital and altering the Memorandum of Association.
• Issuing equity shares or convertible securities via preferential issue, rights issue, or Qualified Institutional Placement (QIP).

FCW Object Alteration

The primary special business item is the modification of fund utilization for the Preferential Issue of up to 7,50,000 FCWs, aggregating to ₹7.43 crore. As of August 31, 2026, ₹2.86 crore has been utilized, leaving a balance of ₹4.57 crore.

The company proposes to shift the entire unutilized balance towards working capital, citing completed capital expenditure requirements. Originally, ₹3.19 crore was earmarked for capital expenditure, but only ₹0.27 crore was spent from issue proceeds. An additional ₹0.47 crore was spent on hardware for a barcoding facility at the Sandila plant from other sources.

The revised allocation directs ₹7.16 crore total towards working capital and retains ₹0.27 crore for capital expenditure already incurred. This requires shareholder approval via a Special Resolution.

Management Remuneration Change

Shareholders will also vote on increasing the remuneration of Mr. Varun Gupta, Chief Operating Officer and son of promoters. The proposal seeks approval for a maximum monthly remuneration of ₹10 lakh, effective October 1, 2026. This includes house rent allowance or leased accommodation up to ₹2.5 lakh per month. Perquisites include a chauffeur-driven car and reimbursement for telephone, internet, and travel expenses.

Mr. Gupta, appointed in May 2023, oversees operations including a liquor unit and a bottling partnership with United Spirits Limited. The increase is subject to shareholder approval as it exceeds the threshold under Section 188(1)(f) of the Companies Act, 2013.

Director Re-appointment

Mr. Sanjay Kumar Jain (DIN: 01014176), a Non-Executive Non-Independent Director, retires by rotation and offers himself for re-appointment. He holds no shares in the company and does not seek remuneration. He serves on the boards of several other entities, including Tinna Rubber and Infrastructure Limited and Diensten Tech Limited.

37th Annual General Meeting Details

The 37th AGM will be held on Saturday, September 26, 2026, at 3:30 pm through Video Conferencing or Other Audio-Visual Means (OAVM). The cut-off date for determining voting rights is September 19, 2026.

Remote e-voting will be available from 10:00 am on Wednesday, September 23, 2026, until 5:00 pm on Friday, September 25, 2026. Members who have cast remote votes may attend the meeting but cannot vote again. CS Vijay Jain has been appointed as the scrutinizer.

Shri Gang Industries reported a 14% year-on-year rise in revenue to ₹402.34 crore for FY26, driven by growth in its alcoholic beverages manufacturing segment. However, net profit declined to ₹18.66 crore from ₹29.36 crore in the previous year, impacted by a one-time expense of ₹74.25 lakh related to the issuance of sweat equity shares.

The company’s balance sheet strengthened significantly, with net worth turning positive to ₹51.55 crore from negative ₹67.46 crore in FY22. This structural improvement was supported by sustained operating profitability and promoter capital infusion through warrant subscriptions and sweat equity during FY26.

Financial Performance

Revenue from operations stood at ₹40,233.56 lakh in FY26, compared to ₹35,262.37 lakh in FY25. EBITDA moderated to ₹36.86 crore from ₹49.01 crore in FY25. The decline in profitability is attributed to increased raw material costs and the aforementioned non-recurring employee compensation expense.

What the Numbers Show

The divergence between revenue growth and profit contraction highlights the impact of non-operational costs on bottom-line figures. While top-line expansion indicates successful volume or price realization in the IMFL segment, the 36% drop in net profit was largely driven by the ₹74.25 lakh sweat equity charge rather than core operational inefficiencies. Adjusting for this one-time item, underlying profitability remained relatively stable.

Operational Updates

The company expanded its distillery capacity from 55 KLPD to 66 KLPD during the year. It also secured a new contract manufacturing tie-up with Tilaknagar Industries Limited for bottling IMFL brands, with a new bottling line expected to be commissioned by the end of FY27. Additionally, Shri Gang Industries recommenced packaging operations for mustard oil at its Sikandrabad unit, aiming to better utilize existing infrastructure.

Balance Sheet and Cash Flow

Net debt to EBITDA declined sharply to 1.4x in FY26 from 14.5x in FY22. Interest coverage improved to 6.2x, reflecting stronger debt-servicing capacity. Cash flow from operations remained positive at ₹26 crore, with operating cash flow to EBITDA conversion at 72%. Working capital discipline improved, with inventory days reducing to 16 days from 36 days in FY23.