ANNUAL REPORT FOR THE F.Y 2024-2025
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Ganesha Ecoverse, an SME-listed company on BSE, filed its Annual Report for FY 2024-25 along with the Notice for its 22nd AGM scheduled for September 30, 2025, via video conferencing. The AGM agenda includes adopting audited standalone and consolidated financials and re-appointment of non-executive director Vishnu Dutt Khandelwal (father of the Managing Director). Key special business items are: (a) reclassifying the authorised share capital by converting ₹10 crore of unissued equity into redeemable cumulative preference shares; (b) issuing 1 crore 6% Redeemable Cumulative Preference Shares (Series-II) of ₹10 each (₹10 crore total) on a private placement basis to Securocrop Securities India Pvt Ltd, for the purpose of redeeming existing preference shares; and (c) approving material related party transactions with GESL Spinners Pvt Ltd, a related party. The Board has explicitly cited 'non-availability of sufficient profits to redeem the existing preference shares' as the reason for restructuring via new preference share issuance.
The preference share restructuring — done via fresh issuance to replace existing ones — combined with the company's stated lack of sufficient profits for redemption, signals ongoing profitability weakness and is a red flag for shareholders. The proposed material RPT with GESL Spinners (where the same Khandelwal family holds directorships) also warrants governance scrutiny given related-party concentration.