Ashiana Ispat Limited has announced key leadership appointments and corporate governance changes following its board meeting conducted on December 23, 2025. The meeting, held at the company's corporate office in New Delhi, resulted in several strategic appointments and audit committee reconstitution aimed at strengthening the organization's management structure and regulatory compliance.

Key Board Appointments

The board meeting approved multiple significant appointments that will shape the company's leadership going forward. The company formally communicated these decisions to BSE Limited under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Audit Committee Reconstitution

The board approved the reconstitution of the Audit Committee to ensure compliance with Section 177 of the Companies Act, 2013 and Regulation 18 of the SEBI (LODR) Regulations, 2015. The changes involved removing Mr. Puneet Jain, Promoter Executive Director, from the committee and appointing Ms. Darshan, Non-Independent Non-Executive Director, as a new member.

Chairman Appointment Details

Mr. Kamal Wadhwani's appointment as Chairman of the Board represents a significant development in the company's governance structure. As an existing Independent Director, Wadhwani brings continuity while assuming enhanced leadership responsibilities for both the board's strategic direction and the audit committee.

Key Managerial Personnel Appointment

Ms. Swati Dhruv Aggarwal's appointment as Company Secretary and Compliance Officer represents a significant addition to the company's Key Managerial Personnel (KMP). Her appointment strengthens the company's compliance framework and governance structure.

Corporate Governance and Compliance

The appointment of Mr. Kamal Wadhwani as Chairman ensures that he will preside at all General Meetings of the members, including Annual General Meetings and Extraordinary General Meetings, in accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company. The reconstituted Audit Committee is now duly constituted in compliance with the provisions of the Companies Act, 2013 and SEBI (LODR) Regulations, 2015.

Additionally, the appointment of Mr. Chetan Gaur as consultant specifically for revocation of trading suspension indicates the company's focused efforts to address regulatory matters and restore normal trading operations. The board meeting was held at the company's corporate office located at C-103, First Floor, Tower-C, Ansal Plaza, Khelgaon, HUDCO Place, New Delhi, with decisions formally communicated to BSE Limited under scrip code 513401.

Ashiana Ispat Limited's Q2 FY26 performance has drawn significant auditor scrutiny, with statutory auditors M/s Khiwani Sood & Associates issuing a qualified review report highlighting multiple material concerns. The company continues its strategic transition to an asset-light business model while facing mounting regulatory and financial challenges.

Financial Performance and Auditor Qualifications

The company's financial position as of September 30, 2025, reveals several critical issues that prompted auditor qualifications:

The auditors expressed inability to comment on the financial impact of these defaults and noted that bank accounts have been classified as Non-Performing Assets (NPA) during FY 2024-25.

Asset Position and Business Model Transition

The company's balance sheet as of September 30, 2025, reflects its ongoing transformation:

The significant reduction in fixed assets from ₹855.70 lakhs to ₹19.43 lakhs reflects the company's divestment of manufacturing assets as part of its strategic pivot to an asset-light model.

Going Concern and Material Uncertainties

Auditors raised material uncertainty regarding the company's ability to continue as a going concern, noting that substantial assets including factory land, buildings, and plant machinery have been sold. Despite management's confidence in the new business model citing a robust turnover of ₹49,574.11 lakhs in H1 FY26, auditors remain concerned about the company's financial sustainability.

Legal and Regulatory Challenges

The company faces multiple ongoing legal proceedings:

Debt Settlement Progress and Compliance Issues

While the company successfully completed a One-Time Settlement with State Bank of India, settling ₹4,749.47 lakhs for ₹4,310 lakhs, it faces new compliance challenges. The company accepted short-term loans of ₹342.25 lakhs and deposits of ₹12.77 lakhs in contravention of Companies Act provisions, with advances from customers of ₹76.03 lakhs outstanding for over 365 days constituting deemed deposits.

Conclusion

Ashiana Ispat's Q2 FY26 results highlight the complex challenges facing the company during its business model transformation. While management remains optimistic about the asset-light strategy's potential, significant regulatory compliance issues, legal battles, and auditor concerns about going concern create substantial uncertainty for stakeholders. The BSE trading suspension further compounds these challenges, requiring immediate management attention to restore investor confidence.