Metroglobal's record carries a clean audit history and modest, fully collateralised borrowings, but the FY2025-26 agenda asks shareholders to approve a lending limit ten times the size of the company's entire loan book. The more serious issues sit in related-party lending that has already produced write-offs, a customs demand pending since 2019, and a profit figure shaped by reversals and a non-standard EPS method.
Key findings
- Shareholders are asked to approve ₹1,000 crore of additional lending after related-party loans that required write-offs
Major- Metroglobal wrote off 2.59 crore of interest on loans to Ganesh Infrastructure and Keshavji Developers in FY2020-21, and a further 3.92 crore of loans and interest to four parties in the same year. From FY2019-20 through FY2024-25, no interest provision was made on loans to parties unable to repay, with interest to be recognised only in the year of realisation. The FY2025-26 AGM notice seeks a special resolution to give loans, guarantees and securities up to ₹1,000 crore over and above the statutory Section 186(2) limits, and CARO reports for FY2022-23 and FY2023-24 state loans were given repayable on demand without repayment terms. - A ₹5.77 crore customs interest demand has been pending since 2019 alongside a ₹16.94 crore loan write-off
Major- CESTAT upheld a differential duty demand with 24% interest amounting to ₹5,76,75,989 on August 5, 2019, and both Metroglobal's appeal and the Customs Department's cross-appeal remained pending as of FY2025-26. Metroglobal recovered ₹10.40 crore in the Mundara Estate Developers insolvency and recognised an exceptional loss of ₹16.94 crore in FY2024-25 for the unrecovered balance. On March 28, 2025, it filed proceedings against personal guarantors for the outstanding ₹106.98 crore on that loan. - Reported profit is shaped by exceptional reversals, a non-standard EPS method, and prior-year tax write-offs routed through reserves
Major- Metroglobal recognised a ₹16.94 crore exceptional loss in FY2024-25, then booked a ₹2.50 crore recovery against those written-off dues as income in FY2025-26. EPS is computed after considering other comprehensive income rather than profit attributable to shareholders, a departure from Ind AS 33 described as "historically adopted" in every annual report from FY2019-20 through FY2025-26. Prior-year tax receivables of 3.3 crore, ₹96.69 lakh and 1.37 crore were written off against General Reserve in FY2021-22, FY2020-21 and FY2019-20 respectively. - Real-estate development runs through unaudited, management-certified SPVs and associates
Minor- The Group's share of net profit from its five associates and joint ventures was ₹9.09 lakh for FY2025-26, based on unaudited financial information certified by management and deemed "not material to the Group" by the principal auditor. The sole subsidiary, Metrochem Capital Trust Limited, was audited by other auditors and showed total assets of ₹1.88 crore. An Independent Director of Metroglobal also serves on the subsidiary's board. - SEBI market-access ban reduced by SAT to three-month restraint, completed
Minor- SEBI's August 11, 2021 order restrained Metroglobal from the securities market for two years over the Riddhi Siddhi Gluco Biols delisting matter. SAT's final order of March 09, 2026 substituted a three-month debarment, which Metroglobal completed by June 09, 2026. - Promoter family holds combined executive control with identical rising remuneration, while shareholding stays at 74.73% unpledged
Minor- Father and son, Mr. Gautam M. Jain and Mr. Rahul G. Jain, serve as Chairman & Managing Director and Wholetime Director & CFO respectively, each drawing ₹83.40 lakh in FY2025-26, up from ₹72 lakh each in FY2023-24. Promoter shareholding stood at 74.73% as of March 31, 2026, with zero pledge. The AGM notice seeks their re-appointment for five years from November 12, 2026. - Operating cash flow has turned positive, but other income drives 43% of profit and ROCE stays in low single digits
Minor- CFO was negative in FY22 and FY23, then turned positive at ₹24.71 crore in FY24, ₹13.96 crore in FY25 and ₹27.97 crore in FY26. Other income contributed ₹14 crore of ₹33 crore PBT (43.3%) in the latest year, while ROCE was 5.27% in FY24, 3.03% in FY25 and 7.72% in FY26. A final dividend of ₹2.5 per share was recommended for FY2025-26. - Borrowings are modest and secured by pledges of the company's own mutual funds and fixed deposits
Clean- Current borrowings of ₹29.62 crore as at March 31, 2024 comprised working capital loans from banks (₹29.40 crore) and current maturity of long-term borrowings (₹0.22 crore). The working capital facilities from HDFC Bank and Deutsche Bank were secured by pledges of mutual funds and fixed deposits. CARO for FY2024-25 confirms no default in repayment of loans or interest, no term loans accepted, no short-term funds used for long-term purposes, and no funds taken to meet obligations of subsidiaries or associates.
What to watch
- Shareholder vote on ₹1,000 crore lending limit. The special resolution goes to vote at the 34th AGM, notice dated 24 Aug 2026.
- Director re-appointments. The same AGM votes on five-year terms for both executive directors from November 12, 2026.
- Customs appeals. Both Metroglobal's appeal and the department's cross-appeal on the ₹5.77 crore interest demand are pending before the Bombay High Court as of FY2025-26.
- Guarantor recovery proceedings. The NCLT case against personal guarantors for ₹106.98 crore, filed March 28, 2025, remains pending.
- Dividend payment. The ₹3.08 crore final dividend is payable on or after September 29, 2026.
Bottom line: This is a disclosed record with genuinely clean borrowings and cash flow that now covers profit. The risk is concentrated in the proposed expansion of related-party lending, a business that has already cost the company real money in write-offs and a pending customs demand. Watch the AGM vote and the progress of the guarantor recovery.