SHANTI - Shanti Overseas
📢 Recent Corporate Announcements
Shanti Overseas (India) Limited reported a turnaround in Q3 FY26 with a net profit of ₹161.28 lakhs, compared to a loss of ₹206.24 lakhs in the same period last year. However, the company's revenue from operations for the quarter was nil, with the entire income of ₹397.88 lakhs coming from 'Other Income'. For the nine-month period ended December 2025, the company posted a profit of ₹175.34 lakhs against a loss of ₹263.94 lakhs in the previous year. Additionally, the company announced the appointment of Mr. Sumit Suresh Bhinge as the new CFO following the resignation of Mr. Pankaj Agarwal.
- Net Profit of ₹161.28 lakhs in Q3 FY26 versus a Net Loss of ₹206.24 lakhs in Q3 FY25.
- Revenue from operations dropped to ₹0.00 for the quarter from ₹1,778.53 lakhs in the previous year's corresponding quarter.
- Total income for Q3 was driven entirely by Other Income of ₹397.88 lakhs.
- Mr. Sumit Suresh Bhinge appointed as Chief Financial Officer effective February 13, 2026.
- 9M FY26 Basic EPS improved to ₹1.58 from a negative ₹2.38 in 9M FY25.
Shanti Overseas (India) Limited reported a net profit of ₹161.28 lakhs for the quarter ended December 31, 2025, a significant turnaround from a loss of ₹206.24 lakhs in the same quarter last year. However, the company recorded zero revenue from operations during the quarter, with the entire income of ₹397.88 lakhs coming from 'Other Income'. For the nine-month period, revenue from operations collapsed to ₹32.00 lakhs from ₹2,229.94 lakhs YoY. The company also announced a management change, appointing Mr. Sumit Suresh Bhinge as the new CFO following the resignation of Mr. Pankaj Agarwal.
- Net Profit of ₹161.28 lakhs in Q3 FY26 compared to a Net Loss of ₹206.24 lakhs in Q3 FY25.
- Revenue from operations fell to zero in Q3 FY26 from ₹1,778.53 lakhs in the year-ago period.
- Total income for the quarter was driven entirely by Other Income of ₹397.88 lakhs.
- Nine-month revenue from operations stands at just ₹32.00 lakhs vs ₹2,229.94 lakhs in the previous year.
- Appointment of Mr. Sumit Suresh Bhinge as CFO effective February 13, 2026.
Shanti Overseas (India) Limited has announced the resignation of Mr. Pankaj Agrawal from the position of Chief Financial Officer (CFO). The resignation is effective from the close of business hours on February 09, 2026. The departure is attributed to personal reasons and the pursuit of other professional opportunities. As a Key Managerial Personnel (KMP), his exit marks a significant change in the company's top leadership team.
- Mr. Pankaj Agrawal resigned as Chief Financial Officer effective February 09, 2026
- Resignation is due to personal reasons and seeking further professional opportunities
- Compliance filing completed under Regulation 30 of SEBI (LODR) Regulations, 2015
- The company has not yet announced a successor for the CFO role
Shanti Overseas (India) Limited has submitted its quarterly compliance certificate under Regulation 74(5) of SEBI (Depositories and Participants) Regulations, 2018. The certificate, issued by MUFG Intime India Private Limited, covers the period ending December 31, 2025. It confirms that the company and its registrar have adhered to the necessary protocols for the processing of securities. Notably, the registrar reported receiving zero requests for dematerialization or rematerialization during this specific quarter.
- Compliance certificate submitted for the quarter ended December 31, 2025
- Issued by Registrar and Share Transfer Agent, MUFG Intime India Private Limited
- Confirms adherence to SEBI (Depositories and Participants) Regulations, 2018
- Registrar reported zero requests for dematerialization or rematerialization during the period
Shanti Overseas (India) Limited held its 14th Annual General Meeting on December 30, 2025, where all proposed resolutions were passed as ordinary resolutions. Key approvals included the adoption of the Audited Financial Statements for the fiscal year ended March 31, 2025, and the re-appointment of Mr. Manish Harishankar Dubey as a Director. Shareholders also confirmed the appointment of M/s B.L. Dasharda & Associates as Statutory Auditors and M/s. Archna Maheshwari & Co as Secretarial Auditors. Despite a low voting turnout of 0.01% from public non-institutional holders, 100% of the votes cast were in favor of the resolutions.
- All four ordinary resolutions passed with 100% of the votes cast in favor.
- Audited Standalone and Consolidated Financial Statements for FY 2024-25 were officially adopted.
- M/s B.L. Dasharda & Associates appointed as Statutory Auditors and their remuneration fixed.
- Only 1,064 votes were polled out of 11,106,000 public non-institutional shares, representing a 0.01% turnout.
- The meeting was attended by 34 public shareholders via video conferencing.
Shanti Overseas (India) Limited held its 14th Annual General Meeting on December 30, 2025, where shareholders adopted the audited financial statements for FY 2024-2025. The meeting saw the re-appointment of Mr. Manish Harishankar Dubey as Director and the appointment of M/s B.L. Dasharda & Associates as the new Statutory Auditors. Management provided a brief overview of the company's performance and future prospects, noting that the Statutory Auditor's report contained no qualifications. A total of 34 members attended the virtual meeting, and voting results will be disclosed separately.
- Adoption of Audited Standalone and Consolidated Financial Statements for the fiscal year ended March 31, 2025.
- Re-appointment of Mr. Manish Harishankar Dubey (DIN: 09582612) as a Director of the company.
- Appointment of M/s B.L. Dasharda & Associates as Statutory Auditors and M/s. Archna Maheshwari & Co as Secretarial Auditor.
- The meeting was attended by 34 members via Video Conferencing and concluded in approximately 26 minutes.
- Management confirmed there were no qualifications or adverse comments in the Statutory Auditors Report for FY25.
Shanti Overseas (India) Limited has announced the closure of its trading window starting January 1, 2026, in compliance with SEBI (Prohibition of Insider Trading) Regulations. This closure is ahead of the declaration of the Unaudited Standalone Financial results for the quarter ending December 31, 2025. The window will remain closed for all directors, designated persons, and their relatives until 48 hours after the results are made public. This is a standard regulatory procedure for listed companies in India.
- Trading window closure effective from January 1, 2026
- Closure pertains to the financial results for the quarter ending December 31, 2025
- Window to reopen 48 hours after the announcement of Unaudited Standalone Financial results
- Restriction applies to all Directors, Designated Persons, and Connected Persons
Shanti Overseas (India) Limited has appointed Ms. Jankhana Visanji Gala as the Company Secretary and Compliance Officer, effective December 11, 2025. This decision was based on the recommendation of the Nomination and Remuneration Committee and approved by the Board of Directors. Ms. Gala holds Membership No. A70675 with the Institute of Company Secretaries of India. The appointment is pursuant to Section 203 of the Companies Act, 2013 and Regulation 6(1) of the SEBI LODR Regulations.
- Jankhana Visanji Gala appointed as Company Secretary and Compliance Officer
- Effective date of appointment: December 11, 2025
- Ms. Gala's Membership No. with ICSI: A70675
- Appointment pursuant to Section 203 of Companies Act, 2013
- Board meeting concluded at 12:15 P.M.
Shanti Overseas (India) Limited announced unaudited standalone financial results for the half year ended September 30, 2025. The company reported total revenue of ₹222.06 lakhs for the quarter ended September 30, 2025, compared to ₹284.45 lakhs for the quarter ended September 30, 2024. The company incurred a loss of ₹12.49 lakhs for the period. Basic EPS stood at ₹(0.11).
- Total Revenue for Quarter Ended Sept 30, 2025: ₹222.06 lakhs
- Loss for the Period: ₹12.49 lakhs
- Total Assets as of Sept 30, 2025: ₹2,299.93 lakhs
- Equity Share Capital: ₹1,110.60 lakhs
Shanti Overseas (India) Limited will hold its Annual General Meeting (AGM) on December 30, 2025, at 03:00 P.M. (IST) via video conference. The cut-off date for determining shareholders eligible for the AGM is December 23, 2025. Remote e-voting will be available from December 27, 2025 (9:00 a.m. IST) to December 29, 2025 (5:00 p.m. IST). Shareholders will consider the appointment of M/s B.L. Dasharda & Associates as Statutory Auditors for a term of 5 years.
- AGM to be held on December 30, 2025 at 03:00 P.M. (IST)
- Cut-off Date/Record Date is Tuesday, December 23, 2025
- Remote E-voting period: December 27, 2025 to December 29, 2025
- Appointment of M/s B.L. Dasharda & Associates (FRN : 112615W) as Statutory Auditors
Shanti Overseas (India) Limited has dispatched letters to shareholders who have not registered their email addresses, providing a web-link to the Annual Report for FY 2024-25. The company's 14th Annual General Meeting (AGM) is scheduled to be held on December 30, 2025, at 3:00 PM IST via video conferencing. The communication also includes a mandatory reminder for physical security holders to update KYC details such as PAN and bank accounts to remain eligible for future payments. This is a routine regulatory compliance filing under SEBI (LODR) Regulations.
- 14th Annual General Meeting scheduled for December 30, 2025, via Video Conferencing.
- Annual Report for FY 2024-25 accessible via dedicated web-link for non-registered email holders.
- Cut-off date for identifying shareholders for this dispatch was December 04, 2025.
- Mandatory KYC update reminder for physical shareholders to ensure eligibility for dividends and other payments.
Shanti Overseas (India) Limited has approved the establishment of a new corporate office in Mumbai to drive future expansion and enhance stakeholder engagement. The Board also formally addressed a non-compliance notice from the NSE regarding the failure to appoint a whole-time company secretary. Furthermore, the company re-appointed its Secretarial Auditor for a five-year term and scheduled its 14th Annual General Meeting for December 30, 2025. These developments reflect a strategic push for growth alongside efforts to resolve ongoing governance and regulatory hurdles.
- Approved a new corporate office in Kandivali, Mumbai, to strengthen business operations and support expansion.
- Acknowledged and discussed NSE's notice regarding non-compliance for the non-appointment of a whole-time company secretary.
- Re-appointed M/s. Archna Maheshwari & Co as Secretarial Auditor for a 5-year term from FY 2025-26 to 2029-30.
- Scheduled the 14th Annual General Meeting (AGM) for December 30, 2025, with a book closure period starting December 23, 2025.
- Re-appointed Mr. Manish Harishankar Dubey as Managing Director, subject to shareholder approval at the AGM.
Financial Performance
Revenue Growth by Segment
No sales were recorded during the financial year 2024-25, representing a 100% decline in revenue from any previous operations. The company operates in a single segment focused on the primary processing and trading of agro commodities.
Profitability Margins
Consolidated net loss before tax was INR 3.55 Cr (355.13 lakhs) for FY25. Margins are not calculable due to zero revenue; however, standalone EPS worsened by 162% from -0.85 in FY24 to -2.23 in FY25, reflecting high fixed costs relative to zero income.
EBITDA Margin
Not disclosed in available documents due to zero revenue recorded in FY25. However, the company achieved a turnaround in the half-year ended September 30, 2025, with a profit before tax of INR 0.31 Cr (30.69 lakhs) compared to a loss of INR 1.13 Cr in the previous half-year, a 127% improvement.
Capital Expenditure
INR 0 Cr was spent on property, plant, and equipment in FY25, as the company reported no additions to these assets during the year, indicating a freeze on capital spending to preserve liquidity.
Credit Rating & Borrowing
Not disclosed in available documents. The company has zero bank borrowings and no secured loans outstanding as of March 31, 2025, which eliminates direct bank interest rate costs.
Operational Drivers
Raw Materials
Agro commodities (specific types not listed) are the primary raw materials, representing the core of the trading and processing business, though no procurement costs were detailed for FY25 due to zero sales.
Raw Material Costs
Not disclosed in available documents for FY25 due to zero sales; however, the company focuses on strengthening supplier relationships to enable consistent procurement for future operations.
Manufacturing Efficiency
Operational performance was reportedly supported by stable production levels and process efficiency improvements, though specific utilization percentages were not disclosed.
Strategic Growth
Growth Strategy
The company aims to achieve growth by evaluating new trading opportunities, pricing structures, and hedging practices under a new management team that has strengthened governance and internal audit mechanisms to monitor risks proactively.
Products & Services
Processed and traded agro commodities are the final products sold to customers; these are essential for the company's revenue generation in the primary and secondary markets.
External Factors
Industry Trends
The agro-processing industry is growing but faces volatility; the company is positioning itself by strengthening internal controls and governance to navigate these shifts and capture opportunities as economic conditions stabilize.
Macro Economic Sensitivity
The company is highly sensitive to government policies and economic conditions; a shift in fiscal policy could impact agro-commodity prices by 10-20%, directly affecting trade viability.
Geopolitical Risks
Trade barriers and changes in international import/export regulations are significant risks that directly affect the company's ability to trade agro commodities across borders.
Regulatory & Governance
Industry Regulations
Operations are subject to Section 133 of the Companies Act and Ind AS; import/export restrictions on agro commodities are the most impactful regulations as they dictate trade volumes.
Legal Contingencies
No proceedings are pending for holding benami property; the company has no transactions with struck-off companies, reducing legal and regulatory risk exposure.
Risk Analysis
Key Uncertainties
Commodity price fluctuations and counterparty credit exposure are key risks; liquidity is a major concern given the zero-revenue status in FY25, with potential impact on going concern status if not managed.
Credit & Counterparty Risk
Counterparty risk and credit exposure are key concerns in trading operations; the company has strengthened governance and internal audit to monitor these risks proactively.