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You can view full text of the latest Director's Report for the company.

BSE: 500343ISIN: INE606A01024INDUSTRY: Construction, Contracting & Engineering

BSE   ` 38.36   Open: 37.46   Today's Range 37.46
38.50
-0.64 ( -1.67 %) Prev Close: 39.00 52 Week Range 31.30
64.49
Year End :2026-03 

The Directors have pleasure in presenting before you the 61st Annual Report of the Company together with the
Audited Financial Statements for the year ended 31st March, 2026. The accounts are prepared in accordance
with the Companies (Indian Accounting Standards) Rule, 2015 (IND AS) prescribed under Section 133 of the
Companies Act, 2013.

FINANCIAL RESULTS :

(' In Lakhs)
2025-2026

(' In Lakhs)
2024-2025

The Earnings Before Interest, Tax, Depreciation and Amortization (EBITDA)

1,740.92

2,242.48

Less:

i) Finance cost

-

-

ii) Depreciation/Impairment

186.76

188.52

The net profit before Tax

1,554.16

2,053.96

Less:

Provision for Current Tax

70.00

49.00

Provision/(Saving) for Deferred Taxation

56.79

6.55

Net Profit After Tax

1,427.37

1,998.41

Add:

Other Comprehensive Income/(Expense)

(does not include FVOCI shown as other reserve)

10.76

(26.73)

The balance of Profit brought forward from last year

10,681.44

8,784.32

Total

12,119.57

10,756.00

Less:

Tax on OCI

2.72

(7.44)

Dividend Paid on Equity Shares

82.00

82.00

Transfer to General Reserve

-

-

Total

84.72

74.56

Balance proposed to be carried forward to next year’s accounts

12,034.85

10,681.44

CONSOLIDATED FINANCIAL STATEMENTS :

Pursuant to Sections 129, 134 of the Companies Act, 2013 (the Act), the Consolidated Financial Statements
of the Company, in accordance with Schedule III of the Act and applicable Accounting Standards along with
Auditor's Report forms part of this Annual Report.

DIVIDEND :

The Board of Directors recommends the payment of Dividend for the year ended 31st March, 2026 at the rate
of Re.0.20 per share. Subject to approval of Shareholders, the Equity Dividend shall be paid, subject to the
provision of Section 126 of the Act to those Shareholders whose names stand on the Register of Members on
02nd September, 2026.

The Dividend in respect of shares held in electronic form, will be paid to all those beneficial owners of the shares
as per the details furnished by depositories for the purpose at the close of business hours on 24th August, 2026.

During the year under review, the Board of Directors decided not to transfer any amount to the General
Reserves of the Company.

OPERATIONS :

The Company's standalone accounts shows total income comprising of revenue and other income at
Rs. 2,162.07 Lacs as against Rs. 2,675.39 lacs in the last year. The profit after tax for the year is at Rs. 1,427.37
lacs as against Rs. 1,998.41 lacs in the last year. The revenue and profits are lower on account of lower share of
profits from the partnership firm in view of one building being under construction as against two in the last
year.

Having successfully completed and handed over 7 residential towers in “GREENS”, the 8th tower of about
1,65,000 sq. ft. comprising of 2, 3 and 4 BHKs, is under construction which has received good response from
the existing residents of “GREENS”, a self-contained prestigious gated residential project. The 8th tower is
expected to be completed by the end of next financial year to house 136 families.

The “GREENS” is constructed under the partnership arrangement in which the company holds 95% stake and
for accounting purposes, the firm is treated as subsidiary.

The 'GREEN VILLE' project continues to be on hold in view of the disputed applicability of repealed Urban Land
Ceiling Act currently pending for the resolution with the Government authorities pursuant to the directions
of Hon'ble Bombay High Court. In view of long delay which this matter is facing at the Government level, the
Company may have to again approach the Hon'ble High Court.

AMJ Realty Ltd, which is a wholly owned subsidiary Company, is actively pursuing proposals for new
development as also redevelopment of existing old housing schemes. The Company has been awarded two
redevelopment projects for which currently necessary due diligence and documentation are in progress.

The three wind power plants of the Company with an aggregate capacity of 4.6 MW have generated and sold
power of 71.82 kwh as against 65.60 kwh in the last year. This generation and sale of wind power is governed
by Electricity Regulatory framework under Open Access system which imposes higher levies resulting in hardly
any incentive to consumers to source renewable power from generators.

PERFORMANCE AND FINANCIAL POSITION OF EACH OF THE SUBSIDIARY AND ASSOCIATES:

Pursuant to Rule 8 of the Companies (Accounts) Rules, 2014, the information on the highlights of performance
of Subsidiary and Associates and their contribution to the overall performance of the Company during the
period under report is provided in Annexure-1 of this report.

SUBSIDIARY COMPANY:

As at 31st March, 2026, the Company has one Subsidiary namely AMJ Realty Limited which is engaged in the
business of Real Estate Developments.

TRANSFER OF AMOUNTS AND SHARES TO INVESTOR EDUCATION AND PROTECTION FUND:

Pursuant to the provision of Sections 124 and 125 of the Act, relevant amounts like unclaimed dividend etc.,
which remained unpaid or unclaimed for a period of seven years have been transferred by the Company, from
time to time on due dates, to the Investor Education and Protection Fund ('IEPF').

In compliance with these provisions read with the Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016, the Company has transferred 53,534 shares to the
Demat Account of the IEPF Authority maintained with NSDL, in respect of which dividend had remained
unpaid/unclaimed for a consecutive period of 7 years or more. The details of the Shareholders whose shares
transferred to IEPF Authority and procedure to claim refund of unclaimed dividend amount and shares from
IEPF authority are available on the website of the Company viz: https://amjland.com/uploads/AMJ-List%20
of%20Unpaid%20and%20Unclaimed%20Dividend%20as%20on%2030.08.2025-(Financial%20Year-2017-
18%20to%202024-25).pdf

AUDITORS :A) Statutory Auditors

The Members of the Company at the 57th Annual General Meeting re-appointed M/s. J. M. Agrawal &
Company, Chartered Accountants, as Statutory Auditors for further period of five years till the conclusion
of 62nd Annual General Meeting of the Company.

There is no adverse remark or qualification in the Statutory Auditor's Report annexed to this Annual
Report.

The Auditors have reported that there is no fraud on or by the Company noticed or reported during the
year.

B) Secretarial Auditors:

Pursuant to the provisions of Section 204 of the Act and rules made thereunder, the Board had appointed
M/s. Parikh & Associates, Practicing Company Secretaries, Mumbai as the Secretarial Auditor, to conduct
the Secretarial Audit of the Company for the financial year 2025-26. The Secretarial Auditors' Report for

the financial year 2025-26 is annexed hereto and marked as Annexure- 2.

There is no adverse remark or qualification in the Secretarial Audit Report.

Further in compliance with Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and Section 204 of the Act, the Company has approved the appointment of M/s. Parikh &
Associates, Practicing Company Secretaries, a peer reviewed firm (Firm Registration No. P1988MH009800)
as Secretarial Auditors of the Company for a term of five consecutive years commencing from FY 2025-26
till FY 2029-30.

PUBLIC DEPOSIT :

During the year under review, the Company has not accepted any deposits from Public.

DIRECTORS AND KEY MANAGERIAL PERSONEL (KMP) :

Pursuant to the provisions of the Act, Mr. Arunkumar Mahabirprasad Jatia (DIN: 01104256), Non-Executive
Chairman, retires by rotation at the ensuing Annual General Meeting, and being eligible, offers himself for re¬
appointment.

The details of the Directors of the Company, proposed to be re-appointed at the 61st Annual General Meeting,
as required by Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
and Secretarial Standard - 2 issued by the Institute of Company Secretaries of India are provided as Annexure
at the end of the Notice convening the 61st Annual General Meeting of the Company.

The Company has received declarations from all the Independent Directors of the Company confirming that
they meet the criteria of independence as prescribed both under the applicable provisions of the Act and
applicable regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and
also confirming that they are not debarred from holding the office of Director by virtue of any SEBI order or
any other such authority.

The Board of Directors is of the opinion that the Independent Directors holds the highest standard of integrity
and possess necessary expertise and experience including proficiency in the field in which the Company
operates.

SECRETARIAL STANDARDS :

The Company has complied with the applicable Secretarial Standards during the year issued by the Institute
of Company Secretaries of India.

MEETINGS :

During the year, 4 Board and 4 Audit Committee Meetings of the Company were convened and held. The
details of which are given in the Corporate Governance Report that forms part of this Annual Report. The
intervening gap between the said Meetings was within permissible period prescribed under the Act and SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015.

CORPORATE SOCIAL RESPONSIBILITY (CSR) :

The Board of Directors has constituted the Corporate Social Responsibility Committee of the Company
comprises of Mr. Arunkumar Mahabirprasad Jatia, Non-Executive Director as Chairman of the Committee,
Mr. Sudhir Duppaliwar, Non-Executive Independent Director, Mrs. Shilpa Bhatia, Non-Executive Independent
Director and Mr. Surendra Kumar Bansal, Whole-Time Director & CFO as members of the Committee. The major
role of this Committee is to formulate, recommend, implement and monitor the CSR policy, activities to be
undertaken by the Company and to meet/contribute expenditure towards its recommended Corporate Social
Responsibility objectives. This Committee carried out the CSR Activities pursuant to section 135 read with
Schedule VII of the Act as amended from time to time and as per the CSR policy of the Company.

During the year, the Company was required to spent amount of Rs. 24 Lakhs in accordance with Section
135(1) of the Act and the same has been fully spent on the CSR Projects recommended/approved by the CSR
Committee and the Board of Directors of the Company.

The CSR Committee affirmed that the implementation and monitoring of the CSR projects during the year was
in compliance with the CSR objectives and CSR policy of the Company.

The CSR Policy of the Company is available on the website of the Company viz: https://amjland.com/uploads/
policies/AMJ-Corporate%20Social%20Responsibility%20Policy.pdf .

The other relevant disclosures as stipulated under the Companies (Corporate Social Responsibility Policy)
Rules, 2014 are given in Annexure-3.

PARTICULARS OF LOAN(S), GUARANTEE(S) OR INVESTMENT(S) :

The particulars of loan(s), guarantee(s) and investment(s) as per Section 186 of the Act by the Company have
been disclosed in the financial statements.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES :

The Board of Directors of the Company has adopted a Policy on Related Party Transactions for the purpose
of determining the materiality of transaction with related parties and dealings with them. The said policy
is available at the Company's website at https://amjland.com/uploads/policies/Policy%20on%20Related%20
Party%20Transactions.pdf . The Audit Committee reviews all related party transactions quarterly as also when
necessary.

Pursuant to Sections 134(3), 188(1) of the Act, read with Rule 8(2) of the Companies (Accounts) Rules, 2014
the particulars of contracts/arrangements entered into by the Company with related parties referred to in sub¬
section (1) of section 188 of the Act in Form AOC-2 are provided under Annexure-4.

ANNUAL EVALUATION OF PERFORMANCE OF BOARD DIRECTOR(S) AND COMMITTEE(S):

As required under the Act, a meeting of the Independent Directors was held on 03rd February, 2026. The
Independent Directors evaluated the performance of the Non-Independent Directors, wherein the evaluation
of performance of the Non-Independent Directors, including the Chairman and also of the Board as a whole
was made against pre-defined and identified criteria.

The criteria for evaluation of the performance of the Independent Directors, Chairman and the Board, was
finalized by the Nomination and Remuneration Committee in its meeting held on 14th February, 2015, the said
committee has carried out evaluation of the performance of every Director. The said criteria is available at
the Company's website at https://amjland.com/uploads/policies/AMJLAND-Policy%20on%20evaluation%20
of%20Performance%20of%20Directors%20and%20the%20Board.pdf . The Board of Directors at their meeting
held on 03rd February, 2026 has evaluated the performance of Independent Directors. The performance of the
Committee was also generally discussed and evaluated.

While evaluating, the principles and guidelines issued vide circular dated 5th January, 2017 read with SEBI
Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated 11th November, 2024 and the provisions of Schedule
IV of the Act have been taken into account.

FAMILIARISATION PROGRAMME :

The details of programmes for familiarisation of Independent Directors with the Company is available at
the Company's website at https://amjland.com/uploads/policies/Familiarisation%20programme%20for%20
independent%20Directors.pdf .

RISK MANAGEMENT POLICY :

In accordance with the requirements of the Act, the Company has adopted and implemented a Risk Management
Policy for identifying risks to the Company, procedures to inform Board members about the risk assessment &
minimization procedures, monitoring the risk management plan, etc.

REMUNERATION POLICY :

In accordance with the provisions of Section 178 and other applicable provisions of the Act and the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, the Company has formulated Remuneration
policy which inter alia, includes the criteria for determining qualifications, positive attributes and independence
of Directors. The said policy may be referred to, at the Company's website at https://amjland.com/uploads/
policies/Remuneration%20Policy.pdf .

WHISTLE BLOWER POLICY/VIGIL MECHANISM :

The Company has a Whistle Blower Policy / Vigil Mechanism. The said policy has been made keeping in view of
the amendments in the Act and to comply with Regulation 22 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015. The said policy may be referred to, on the Company's website at https://
amjland.com/uploads/policies/AMJLand%20-%20Vigil%20Mechanism-Whistle%20Blower%20Policy.pdf .

PARTICULARS OF EMPLOYEES :

Pursuant to Section 197 of the Act read with Companies (Appointment and Remuneration of Managerial
Personnel) Rules 2014, the statement giving required details is given in the Annexures-5A and 5B to this report.

In accordance with the provisions of Section 197(12) of the Act, read with Rule 5(2) and Rule 5(3) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the statement containing
the names of the top ten employees in terms of remuneration drawn and other relevant particulars is provided
in a separate annexure forming part of this Report. Pursuant to Section 136 of the Act, the Annual Report is
being sent to the Shareholders excluding the said annexure. Shareholders who wish to obtain a copy of the
annexure may write to the Company Secretary at secretarial@pudumjee.com.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013 :

An Internal Complaints Committee ('Sexual Harassment Committee') has been constituted, under the Sexual

Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, to deal with the
complaints, if any, from the Company and other Companies in the Pudumjee Group.

During the year under review, no complaints relating to discrimination or harassment, including sexual
harassment, were received by the Committee. Consequently, there were no complaints pending for resolution
for more than ninety days, and no complaints remained unresolved as on 31st March, 2026.

DISCLOSURE UNDER THE MATERNITY BENEFIT ACT, 1961

Your Company is compliant with the statutory provisions of the Maternity Benefit Act, 1961.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUTGO:

As the Company is not engaged in the manufacturing activities, the information related to Conservation of
energy, technology absorption is not applicable.

During the year under review, no Foreign Exchange was earned and used.

REPORT ON CORPORATE GOVERNANCE :

The report on Corporate Governance in accordance with the guidelines of the Securities & Exchange Board
of India and pursuant to applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, is attached and marked as Annexure-6.

MATERIAL CHANGES AND COMMITMENTS, IF ANY :

There are no adverse material changes or commitments that occurred after 31st March, 2026, which may affect
the financial position of the Company or may require disclosure.

ANNUAL RETURN :

Pursuant to the provisions of the Act, draft of Annual Return for the financial year 2025-26 is available on the
website of the Company at https://www.amjland.com/.

SIGNIFICANT AND MATERIAL ORDERS :

There is no significant and material order passed by the Regulators or Courts or Tribunals impacting the going
concern status and Company's operations in future.

DIRECTORS’ RESPONSIBILITY STATEMENT :

The Directors confirm that:

a) in the preparation of the annual accounts, the applicable accounting standards have been followed along
with proper explanation relating to material departures;

b) they have selected such accounting policies and applied them consistently and made judgments and
estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the
Company at the end of the financial year and of the profit of the Company for that period;

c) they have taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company
and for preventing and detecting fraud and other irregularities;

d) they have prepared the annual accounts on a going concern basis;

e) they have laid down internal financial controls to be followed by the Company and that such internal
financial controls are adequate and were operating effectively.

f) they have devised proper systems to ensure compliance with the provisions of all applicable laws and that
such systems were adequate and operating effectively.

ACKNOWLEDGEMENTS :

Your Directors express their appreciation of the continued support and co-operation received from the all the
stakeholders and employees of the Company.

On behalf of the Board of Directors,

A. K. Jatia,

Chairman.
DIN: 01104256

Place: Pune
Date: 20th May, 2026