BF Utilities Limited has reported a significant decline in its financial performance, facing challenges in profitability and revenue.

Financial Highlights

The company's latest financial results show:

• Net profit decreased to ₹64.00 million from ₹175.00 million in the same quarter last year, representing a 63% decline.
• Total revenue dropped to ₹173.00 million from ₹250.00 million, marking a 31% decrease year-over-year.

Segment Performance

BF Utilities operates in two segments:

1. Wind Mills
2. Infrastructure

However, specific segment-wise performance details for the current period are not available in the provided information.

Auditor Concerns

The company's statutory auditors, G. D. Apte & Co., have previously issued a qualified review report, highlighting concerns over a ₹370.00 million interest-free advance given to the step-down subsidiary, Nandi Economic Corridor Enterprises Ltd (NECE). This advance, intended for land parcel acquisition, has been outstanding for over fifteen years.

Ongoing Arbitration

BF Utilities is facing arbitration proceedings at the Singapore International Arbitration Centre (SIAC). AIRRO (Mauritius) Holdings V, an investor in NECE, has initiated these proceedings against BF Utilities and its subsidiaries, alleging failure to provide an exit from NECE as per a 2010 shareholders' agreement.

Subsidiary Issues

Three out of four subsidiaries of BF Utilities, namely Nandi Infrastructure Corridor Enterprise Ltd. (NICE), Nandi Economic Corridor Enterprises Ltd. (NECE), and Nandi Highway Developers Ltd. (NHDL), have previously not submitted their unaudited financial results for a quarter. This delay has prevented the company from publishing its consolidated financial results in the past.

Toll Operations Conclusion

The toll operations of Nandi Highway Developers Limited (NHDL), a material subsidiary of BF Utilities, are scheduled to conclude on September 7, 2024, due to the end of the concession agreement term.

BF Utilities' management faces significant challenges in reversing the declining financial trends and addressing ongoing issues with subsidiaries and arbitration proceedings. The company will need to focus on improving its operational efficiency and resolving pending matters to enhance its financial performance in future quarters.

BF Utilities Limited has announced the appointment of Mr. Madan Umakant Takale as a Non-Executive, Non-Independent Director, effective May 29, 2025. The appointment, which was initially made by the board, has now received shareholder approval through a postal ballot process.

Shareholder Approval

The company conducted a postal ballot with e-voting from July 4 to August 2, 2025, during which shareholders voted on the ordinary resolution to appoint Mr. Takale. The results, as disclosed by BF Utilities, show overwhelming support for the appointment:

The resolution passed with a significant majority, garnering 99.42% of the total valid votes cast.

About Madan Umakant Takale

Mr. Takale brings over four decades of experience in the forging and automotive industries to BF Utilities' board. His educational background includes:

• A degree in Mechanical Engineering
• An MS in Industrial and Systems Engineering from Columbia University, New York
• An MBA from Western Carolina University, North Carolina

His international exposure includes six years in the United States, where he gained valuable experience in the automotive industry and exposure to technological advancements in the field.

Board Composition and Compliance

BF Utilities has confirmed that Mr. Takale is not related to any other Director or Key Managerial Personnel on the company's Board. Furthermore, the company stated that he is not debarred from holding a directorship by any regulatory authority, ensuring compliance with corporate governance norms.

Company Statement

Pragati S. Rai, Company Secretary of BF Utilities Limited, stated in the regulatory filing, "The Members of the Company have duly approved the Ordinary Resolution embodied in the Postal Ballot Notice with requisite majority."

This appointment aligns with BF Utilities' strategy to strengthen its board with experienced industry professionals. Mr. Takale's extensive background in the forging and automotive sectors is expected to bring valuable insights to the company's operations and strategic decisions.

BF Utilities Limited, part of the Kalyani Group, continues to focus on enhancing its governance structure and bringing diverse expertise to its leadership team.