Kotia Enterprises Limited announced its unaudited financial results for the third quarter of FY26, revealing a challenging period marked by operational losses and regulatory compliance concerns. The company's Board of Directors approved the results during their meeting held on February 6, 2026.

Financial Performance Overview

The company's financial performance showed significant deterioration compared to the previous year. Key metrics for the quarter and nine-month periods are presented below:

Revenue and Income Analysis

The company reported no revenue from trading operations during Q3 FY26, compared to minimal trading activity in previous periods. Other income, which constituted the entire revenue stream, declined to ₹4.42 lakhs in Q3 FY26 from ₹11.34 lakhs in Q3 FY25. For the nine-month period, other income dropped significantly to ₹17.46 lakhs from ₹78.30 lakhs in the corresponding period of FY25.

Expense Structure

Total expenses for Q3 FY26 increased to ₹15.36 lakhs compared to ₹10.10 lakhs in Q3 FY25. The major expense components included:

• Employee benefits expenses: ₹6.46 lakhs (Q3 FY26) vs ₹2.77 lakhs (Q3 FY25)
• Other expenses: ₹8.82 lakhs (Q3 FY26) vs ₹7.17 lakhs (Q3 FY25)
• Depreciation and amortisation: ₹0.08 lakhs (Q3 FY26) vs ₹0.16 lakhs (Q3 FY25)

Auditor's Qualified Opinion

The statutory auditors, Ajay Rattan & Co., issued a qualified opinion on the financial results. The auditors highlighted a significant regulatory compliance issue: according to RBI circular dated April 8, 1999, companies meeting specific criteria must register as Non-Banking Financial Companies (NBFCs). The auditors noted that during the quarter ended December 2025, Kotia Enterprises satisfied both criteria - financial assets exceeding 50% of total assets and income from financial assets exceeding 50% of gross income - but has not registered itself as an NBFC under Section 45-IA of the Reserve Bank of India Act, 1934.

Corporate Developments

During the Board meeting held on February 6, 2026, the directors approved several key decisions:

Share Capital and Earnings

The company maintained its paid-up equity share capital at ₹702.05 lakhs, with a face value of ₹10 per share. The basic and diluted earnings per share for Q3 FY26 stood at negative ₹0.16, compared to positive ₹0.02 in Q3 FY25. For the nine-month period, EPS deteriorated to negative ₹0.40 from ₹0.00 in the previous year.

The financial results were reviewed by the Audit Committee and subsequently approved by the Board of Directors. The company has confirmed that the results provide a true and fair view of its financial affairs, despite the challenging operational environment and regulatory concerns raised by the auditors.

Kotia Enterprises Limited's Board of Directors held a meeting on January 15, 2026, to finalize arrangements for an upcoming Extra-Ordinary General Meeting (EGM) focused on regularizing a key director appointment and establishing necessary procedural frameworks.

Director Appointment Regularization

The primary agenda for the EGM centers on the regularization of Mr. Anil Gupta's appointment as Whole-time Director. Mr. Gupta, holding DIN 00468470, was initially appointed to this position during the Board Meeting held on November 13, 2025, with his appointment being subject to shareholder approval at the ensuing EGM.

EGM Schedule and Arrangements

The Board has approved comprehensive arrangements for conducting the Extra-Ordinary General Meeting through modern digital platforms. The meeting will be conducted via Video Conferencing (VC) and Other Audio-Visual Means (OAVM) to ensure broad accessibility for all shareholders.

Voting Arrangements and Scrutinizer Appointment

The company has established comprehensive e-voting facilities to ensure transparent and accessible shareholder participation. Remote e-voting capabilities will be provided in accordance with the Companies Act, 2013, and associated rules. The Board has appointed Mr. Akash Goel, Proprietor of Akash & Co., Practicing Company Secretaries, as the Scrutinizer for conducting both the remote e-voting process and voting at the EGM.

Regulatory Compliance and Timeline

The Board's decisions align with Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The meeting, which commenced at 10:30 A.M. and concluded at 11:45 A.M., addressed all necessary procedural requirements for the upcoming EGM.

Key dates for shareholders include the book closure period from Tuesday, February 3, 2026, to Monday, February 9, 2026, during which share transfers will not be processed. The cut-off date of Monday, February 2, 2026, will determine shareholder eligibility for both remote e-voting and voting at the EGM scheduled for February 9, 2026.