Beeyu Overseas Limited is an Indian public limited company listed on the **BSE Limited (Scrip Code: 532645)**. As of **February 2026**, the company is in a transitional, non-operational phase. Its current corporate strategy is focused exclusively on a massive capital restructuring exercise and maintaining regulatory compliance to preserve its listed status while it evaluates future opportunities. --- ### **Current Operational Status & Corporate Structure** The company is presently characterized by a total absence of commercial activity. Management’s primary objective is the maintenance of the corporate shell and the fulfillment of statutory obligations under Indian law. * **Active Operations:** The company reports **zero (Nil)** revenue-generating segments as of the quarter ended **December 31, 2025**. * **Subsidiary Framework:** Beeyu Overseas Limited operates as a standalone entity with **no subsidiaries, associate companies, or joint ventures**. * **Asset & Liability Management:** There are currently **no outstanding investments made, loans granted, or guarantees provided** by the company. * **Legal & Insolvency Status:** The company maintains a clean legal record regarding its solvency. No proceedings are pending under the **Insolvency and Bankruptcy Code, 2016**, and no material orders have been issued by regulators that would jeopardize its status as a **going concern**. --- ### **Strategic Reorganization: The Capital Reduction Scheme** The defining element of the company’s current strategy is a significant structural reorganization. Under **Section 66 of the Companies Act, 2013**, the company is executing a **Capital Reduction Scheme** to align its equity base with its lack of operational scale. **Key Strategic Objectives:** * **Equity Extinguishment:** The plan involves the cancellation of **99.42%** of the existing equity share capital. * **Regulatory Roadmap:** The company is actively pursuing in-principal clearance from the **BSE** and final confirmation from the **National Company Law Tribunal (NCLT), Kolkata Bench**. * **Clean Slate Initiative:** Management has confirmed the absence of external agreements that restrict company control or create undisclosed liabilities, ensuring the entity remains a "clean shell" for future initiatives. **Proposed Capital Structure Changes (Per September 2024 Resolution):** | Metric | Pre-Reduction (Current) | Post-Reduction (Proposed) | % Change | | :--- | :--- | :--- | :--- | | **Paid-up Capital (INR)** | **14,14,14,530** | **8,28,200** | **-99.42%** | | **Total Equity Shares** | **1,41,41,453** | **82,820** | **-99.42%** | | **Face Value per Share** | **Rs. 10** | **Rs. 10** | **0%** | | **Shares Extinguished** | — | **1,40,58,633** | — | --- ### **Financial Performance & Reporting Standards** The company’s financial disclosures reflect its dormant status, with all filings prepared in accordance with **Indian Accounting Standards (Ind AS)**. **Financial Summary (Standalone):** | Particulars | Year Ended **31.03.2023** | Year Ended **31.03.2022** | | :--- | :--- | :--- | | **Revenue from Operations** | **Nil** | **Nil** | | **Operating Segments** | **None** | **None** | | **Audit Opinion** | **Unmodified** | **Unmodified** | | **Compliance Framework** | **SEBI (LODR) Reg. 33** | **SEBI (LODR) Reg. 33** | **Key Financial Observations:** * **Audit Integrity:** Statutory auditors have consistently issued **unmodified opinions**, indicating that the financial statements provide a true and fair view of the company’s (inactive) affairs. * **Reporting Accuracy:** Final quarter results are treated as **balancing figures** between audited full-year data and the unaudited year-to-date figures up to the third quarter. --- ### **Governance Framework & Management Competencies** The Board of Directors is structured to meet the requirements of **SEBI (Listing Obligations and Disclosure Requirements) Regulations**, maintaining a high ratio of independent oversight. * **Board Composition:** Consists of **four members**—**25% Executive** (1 Director) and **75% Non-Executive Independent** (3 Directors). * **Core Competencies:** The board identifies its collective strengths in **Finance and Accounts, Regulatory Compliance, Corporate Legal Matters, Marketing, and Strategic Planning**. * **Functional Skills:** * **Financial & Technical:** Expertise in accounting, project planning, and R&D. * **Leadership:** Strategic thinking, management development, and interpersonal communication. * **Legal:** Deep understanding of the Indian regulatory landscape and corporate governance. --- ### **Shareholding Pattern & Equity Structure** The company’s equity is highly digitized, with **86.86%** of shares held in dematerialized form through **NSDL** and **CDSL**. **Shareholding Distribution:** | Form of Holding | No. of Records | % of Total Records | No. of Shares | | :--- | :--- | :--- | :--- | | **NSDL** | **4,002** | **24.76%** | **9,461,834** | | **CDSL** | **10,037** | **62.10%** | **4,460,379** | | **Physical** | **2,124** | **13.14%** | **219,240** | | **Total** | **16,163** | **100.00%** | **14,141,453** | * **Equity Rights:** All ordinary shares carry a par value of **Rs. 10** and rank **pari passu** regarding voting rights and future dividend entitlements. --- ### **Risk Management & Compliance Protocols** Despite the lack of operations, the company maintains a rigorous **Risk Management Mechanism** to protect its listed status and market integrity. * **Insider Trading Mitigation:** The company strictly enforces the **BOL Code of Insider Trading**. This includes a formal **Code of Conduct for Prevention of Insider Trading** governing all **Directors** and **designated employees**. * **Information Security:** To prevent the misuse of **Unpublished Price Sensitive Information (UPSI)**, the company mandates: * **Pre-clearance** for all share dealings by insiders. * Strict **Trading Window** closures during sensitive periods. * Annual compliance affirmations from the entire Board. **Risk Mitigation Matrix:** | Risk Category | Mitigation Strategy | Oversight Body | | :--- | :--- | :--- | | **Market Integrity** | Implementation of **Insider Trading Code** | Board of Directors | | **Strategic Risk** | Periodic review of **Capital Restructuring** | Board of Directors | | **Governance Risk** | **Pre-clearance** & **Trading Window** protocols | Compliance Officer | | **Regulatory Risk** | Adherence to **Ind AS** and **SEBI (LODR)** | Audit Committee |