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Awaiting price reaction for this filing.
Gujarat Toolroom Limited filed its Annual Secretarial Compliance Report for FY25 (year ended 31 March 2025), audited by Practicing Company Secretary Himanshu Togadiya. The auditor flagged several serious non-compliances: the company has not appointed a CFO or a Company Secretary/Compliance Officer, the Board composition does not meet SEBI norms, audit reports are not being signed by the CFO and CS, and Form PAS-3 for the allotment of bonus shares was not filed with the Registrar of Companies. Additionally, a search and seizure operation was conducted by the SGST department at the company on 11 March 2025. During the year, the company aggressively expanded its capital — authorized capital was raised from ₹56 Cr to ₹140 Cr (in two stages), about 57.2 crore equity shares were allotted through private placement to QIPs (in October and December 2024), and roughly 116 crore bonus shares were issued to existing shareholders in February 2025. The company's website was also noted as not being properly updated, particularly with respect to committee information.
Multiple governance deficiencies (missing CFO, missing CS, non-compliant Board) along with the SGST search-and-seizure action and pending PAS-3 filings could attract regulatory attention from SEBI/BSE and may weigh on investor confidence. The massive share issuance through QIPs plus the large bonus issue significantly expands the equity base, which existing shareholders should factor in when assessing per-share value and dilution.