Venlon Enterprises appointed Santhosh Kumar Shet as an additional non-executive independent director on September 18, 2026. The board approved the five-year term during a meeting held in Mysore, subject to shareholder ratification.

The appointment aligns with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Shareholders must approve the selection at the next general meeting, which the company must convene within three months of the board’s decision.

Director Profile

Mr. Shet brings over 30 years of leadership experience across corporate governance, ESG oversight, and regulatory affairs. His background spans manufacturing, petrochemicals, and large-scale infrastructure projects. He holds a B.E. in Chemical Engineering from NITK Surathkal and a PGDM in Systems & Marketing from TAPMI.

He is a Chartered Engineer and a Fellow of The Institution of Engineers (India). Additionally, he serves as a consultant on ESG, startup support, and regulatory affairs. The disclosure confirms he is not related to any existing directors on the board.

Regulatory Compliance

The company notified the Bombay Stock Exchange of the appointment via its Company Secretary and Compliance Officer, G D Ramarao. The intimation cites SEBI circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, regarding director disclosures.

Venlon Enterprises has scheduled its 42nd Annual General Meeting for September 18, 2026, to transact critical business regarding its operational wind-down. The notice convening the meeting was submitted to BSE Limited on August 27, 2026, pursuant to SEBI Listing Regulations.

The most significant item on the agenda is a special resolution seeking shareholder consent for the sale of the whole or substantially the whole of the company's undertaking. The Board proposes to dispose of assets for approximately ₹90 crore to realize value and settle liabilities, reflecting the company's shift away from ongoing operations.

Financial Position and Going Concern Status

The Annual Report for FY26 reveals that Venlon Enterprises prepared its financial statements on a basis other than going concern. This accounting treatment follows the permanent cessation of operations, confirmed by the lessee's closure in December 2025. Consequently, management has initiated a structured plan for the orderly disposal of remaining assets, including inventory, plant machinery, and land.

The company reported a loss before tax of ₹337.9 lakh for FY26, a significant reduction from the ₹1,318.0 lakh loss recorded in the previous year. This improvement is largely attributable to lower impairment charges in the current period compared to the substantial write-offs recognized in FY25.

Related Party Transactions

Shareholders are also asked to approve three ordinary resolutions concerning related-party transactions (RPTs) for the financial years 2026-27 and 2027-28:

• Dechem Resins Limited: Approval for the sale and purchase of goods and services up to ₹10 crore per financial year. Dechem Resins shares common directors with Venlon Enterprises.
• Krishna Enterprises Limited: Approval for the transfer of resources, specifically for the adjustment of debt including unsecured loan write-offs and exchange fluctuation adjustments, up to an aggregate value of ₹105 crore. Krishna Enterprises holds more than 20% stake in the listed entity.
• Father & Son Investment Private Limited: Approval for the sale of immovable property (land and building) valued at ₹15 crore. This transaction aims to settle a pre-existing advance received from the related party.

Board Composition Changes

Mr. Chand Daulat Datwani, Chairman and Managing Director, retires by rotation and offers himself for reappointment. During FY26, the Board saw changes with the resignation of Mr. H K Nagendra and Mr. Sreedhar Nagaraju upon the expiration of their IDDB registrations. Ms. Madhura Haldodderi Govindarao and Mr. Devaraja Murthy N K were appointed as Independent Directors during the year.

What the Numbers Show

The divergence between the reported revenue decline and the sharp reduction in net loss highlights the impact of non-operational factors on profitability. While revenue from operations fell to ₹794.3 lakh from ₹1,151.7 lakh, the loss before tax contracted significantly. This pattern suggests that the improvement in the bottom line was driven primarily by reduced impairment expenses and lower operational costs associated with winding down activities, rather than core business performance.