Virgo Global Board Approves Audited FY26 Financial Results and Capital Reduction Scheme
Virgo Global Limited's board, at its meeting on April 18, 2026, approved audited standalone financial results for the quarter and year ended March 31, 2026, with the statutory auditor issuing an unmodified opinion. The company reported a net loss of Rs. 23.34 lakhs for FY26 against a net profit of Rs. 0.33 lakhs in FY25, with revenue from operations declining sharply to Rs. 91.84 lakhs from Rs. 446.57 lakhs. The board also approved a Scheme of Reduction of Capital to set off accumulated losses against paid-up equity share capital, reducing the share count from 1,05,04,300 to 14,70,602 shares while maintaining the face value of Rs. 4/- per share, subject to NCLT and shareholder approvals. An EGM has been scheduled for May 15, 2026 to seek shareholder approval for the scheme.
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The Board of Directors of Virgo Global Limited convened a meeting on Saturday, April 18, 2026, wherein it approved the audited standalone financial results for the quarter and year ended March 31, 2026, prepared in accordance with Indian Accounting Standards (Ind AS). The statutory audit was conducted by M/s. Sharad Chandra Toshniwal & Co., Chartered Accountants, who issued an audit report carrying an unmodified opinion on the financial results.
Financial Performance: Quarter and Year Ended March 31, 2026
The company's financial performance for the quarter and full year ended March 31, 2026 reflects a significant contraction in revenues and a swing to a net loss at the annual level. The following table summarises the key financial metrics:
| Metric: | Q4 FY26 (Audited) | Q3 FY26 (Unaudited) | Q4 FY25 (Audited) | FY26 (Audited) | FY25 (Audited) |
|---|---|---|---|---|---|
| Revenue from Operations (Rs. Lakhs): | 91.84 | — | — | 91.84 | 446.57 |
| Other Income (Rs. Lakhs): | (0.02) | — | — | (0.02) | 0.20 |
| Total Income (Rs. Lakhs): | 91.82 | — | — | 91.82 | 446.77 |
| Total Expenses (Rs. Lakhs): | 9.75 | 40.19 | (62.44) | 115.18 | 446.46 |
| Profit/(Loss) Before Tax (Rs. Lakhs): | 82.07 | (38.02) | 62.44 | (23.36) | 0.31 |
| Net Profit/(Loss) (Rs. Lakhs): | 81.89 | (38.02) | 62.26 | (23.34) | 0.33 |
| Basic EPS (Rs.): | 0.78 | (0.36) | 0.59 | (0.22) | 0.00 |
| Diluted EPS (Rs.): | 0.78 | (0.36) | 0.59 | (0.22) | 0.00 |
For the full year ended March 31, 2026, Virgo Global reported revenue from operations of Rs. 91.84 lakhs, a sharp decline compared to Rs. 446.57 lakhs in the previous year. The company posted a net loss of Rs. 23.34 lakhs for FY26, reversing a net profit of Rs. 0.33 lakhs recorded in FY25. The paid-up equity share capital stood at Rs. 420.17 lakhs, while reserves (excluding revaluation reserves) stood at Rs. (362.51) lakhs as at March 31, 2026.
Statement of Assets and Liabilities
The company's balance sheet as at March 31, 2026 reflects total assets and total equity and liabilities of Rs. 840.54 lakhs, compared to Rs. 926.12 lakhs as at March 31, 2025. Key balance sheet items are presented below:
| Particulars: | As at 31.03.2026 (Rs. in Lacs) | As at 31.03.2025 (Rs. in Lacs) |
|---|---|---|
| Property, Plant & Equipment: | 0.24 | 0.28 |
| Inventories: | 771 | 771 |
| Cash & Cash Equivalents: | 5.71 | 18.95 |
| Other Current Assets: | 63.73 | 61.45 |
| Total Assets: | 840.54 | 926.12 |
| Equity Share Capital: | 420.17 | 420.17 |
| Other Equity: | (362.51) | (339.24) |
| Total Equity: | 57.66 | 80.93 |
| Trade Payables: | 776.92 | 838.50 |
| Deferred Tax Liabilities: | 0.08 | 0.14 |
| Other Current Liabilities: | 5.88 | 6.52 |
| Total Equity and Liabilities: | 840.54 | 926.12 |
Net cash from operating activities for the year ended March 31, 2026 stood at Rs. (13.25) lakhs, compared to Rs. 252.83 lakhs in the previous year. Cash and cash equivalents at the end of the year were Rs. 5.69 lakhs, against Rs. 18.94 lakhs at the beginning of the year.
Scheme of Reduction of Capital
In a significant corporate action, the board approved a Scheme of Reduction of Capital between the company and its shareholders and creditors, under Section 66 and other applicable provisions of the Companies Act, 2013. The scheme is designed to extinguish the debit balance of accumulated losses by setting them off against the paid-up equity share capital, thereby restoring the balance sheet to reflect the true and fair financial position of the company.
The quantitative impact of the proposed scheme is as follows:
| Parameter: | Details |
|---|---|
| Existing Paid-Up Share Capital: | Rs. 4,20,17,200/- comprising 1,05,04,300 equity shares of Rs. 4/- each |
| Proposed Reduced Share Capital: | Rs. 58,82,408/- comprising 14,70,602 equity shares of Rs. 4/- each |
| Shares to be Cancelled: | 90,33,698 equity shares of Rs. 4/- each, aggregating Rs. 3,61,34,792/- |
| Face Value Per Share: | Rs. 4/- (unchanged) |
| Shareholding Pattern Change: | None |
| Benefit to Promoters: | None; reduction applied uniformly on pro-rata basis |
The board noted that the accumulated losses have eroded the company's net worth and created a structural impediment to accessing capital markets and institutional finance. The scheme is intended to present a clean balance sheet, restore the company's eligibility to approach capital markets, and facilitate future fundraising. The board's approval is subject to shareholder approval, confirmation by the Hyderabad Bench of the National Company Law Tribunal (NCLT), and such other statutory and regulatory approvals as may be required.
Extraordinary General Meeting and E-Voting
To seek shareholder approval for the capital reduction scheme, the board approved the convening of an Extraordinary General Meeting (EGM) on Friday, May 15, 2026 at 11:00 A.M. through video conferencing/other audio-visual means. Key dates related to the EGM process are summarised below:
| Event: | Date |
|---|---|
| EGM Date: | Friday, May 15, 2026 at 11:00 A.M. |
| Cut-off Date for E-Voting Eligibility: | Friday, May 8, 2026 |
| Remote E-Voting Commencement: | Tuesday, May 12, 2026 at 9:00 A.M. |
| Remote E-Voting Closure: | Thursday, May 14, 2026 at 5:00 P.M. |
| Scrutinizer: | CS Yash K. Shah (COP No.: 27474), Proprietor, M/s. Yash Shah & Associates |
The company also informed BSE Limited that the provisions of Regulation 23(9) of SEBI (LODR) Regulations, 2015 relating to disclosure of related party transactions are not applicable to it, as the paid-up equity share capital of the company is Rs. 4,20,17,200 (not exceeding rupees ten crore) and net worth is Rs. 57,65,855 (not exceeding rupees twenty five crore) as per the latest audited financial statements.
If the NCLT approves the capital reduction scheme, how quickly could Virgo Global realistically access capital markets for fresh fundraising, and what type of instruments might it pursue?
With inventories locked at Rs. 771 lakhs against near-zero revenue activity, what is the risk of inventory obsolescence or write-down impacting the post-restructuring balance sheet?
How might minority shareholders respond to the pro-rata cancellation of roughly 86% of equity shares at the EGM, and what legal challenges could delay NCLT confirmation?
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