Regal Entertainment & Consultants Ltd's audit record shows a qualified opinion in FY2026 and FY2025, with the same unverifiable investment balance of ₹18.73 lakhs appearing in the qualifications for FY2021 through FY2025; the FY2026 auditor described this as a "5 Years" frequency. The board is controlled by one executive, and the company has not disclosed any remuneration for that executive in the relevant filings.
Key findings
- Qualified audit opinion on the same ₹18.73 lakh investment for five years
Critical- For FY2026, Rajesh Raj Gupta & Associates LLP qualified its opinion because management did not provide the demat statement needed to verify investments of ₹18.73 lakhs. The same unverifiable balance appears in the FY2025, FY2024, FY2023, FY2022 and FY2021 qualifications. The FY2026 auditor put the frequency of this qualification at "5 Years" and reported adjusted net profit of ₹-13.36 lakhs against the reported ₹5.37 lakhs. - BSE suspension since November 2022, an unprovided ₹81.42 lakh penalty, and a cancelled RBI registration
Major- BSE suspended trading on 21 November 2022 for non-compliance with Regulation 76 of the SEBI Depositories Regulations, and the suspension ran until BSE revoked it on 12 November 2025. A ₹81.42 lakh SOP fine payable to BSE was not provided for in the books, forming a basis for the FY2025 qualified opinion. RBI cancelled the company's registration on 02 August 2018 for falling short of minimum Net Owned Funds, and an appeal remained pending as of FY2020-21. - Revenue is driven by one loan-book sale, not recurring operations
Major- Revenue swung from ₹8.66 lakh in FY2024 to ₹86.03 lakh in FY2025, and the swing came from a single event: the sale of a ₹1.9 crore loan book for ₹1.62 crore in the December 2024 quarter, booking ₹42.37 lakh of profit. The auditor was unable to express an opinion on the assignment accounting, where consideration of 2.31 crore was paid for loans of 1.88 crore. Operating margin swung from 2.77% in FY2024 to 69.65% in FY2025 to -42.18% in FY2026. - Shareholders approved a ₹20 crore borrowing ceiling and a 20-year preference issue
Major- The FY2025-26 AGM notice seeks approval for borrowings up to ₹20 crore and for creating charges on assets to secure them. Shareholders had already passed a Special Resolution on 3rd January 2025 to issue up to 40,00,000 Compulsory Cumulative Redeemable Preference Shares at 12.5% p.a., for a maximum period of 20 years. The board approved the borrowing limits on August 3rd, 2026, and put them to shareholders at the 34th AGM. - Operating cash flow swung from 3.4x to -24.4x PAT
Major- Operating cash flow went from ₹1.77 crore in FY25 (3.40x PAT of ₹0.52 crore) to -₹1.22 crore in FY26 (-24.40x PAT of ₹0.05 crore). No dividend was recommended for FY2025-26. The FY2024-25 cash flow statement page contains a complete cash flow statement with figures, including net cash from operating activities of ₹176.81 lakhs for FY25. - The company's own filings contradict each other on what business it is in
Minor- The FY2022-23 Note 19 says the main business is "to manufacture steel pipes," while Note 1 describes an NBFC engaged in Micro Enterprise Loans, SME Loans and Personal Loans. The FY2021-22 report carries the same contradiction. The FY2024-25 report references AS-18 for related-party disclosures instead of Ind AS-24, and values inventories "at the method prescribed in the Accounting Standards" without naming it. - No subsidiaries, associates, or holding companies in five straight annual reports
Clean- The FY2025-26 report states the "Company does not have any Holding, Subsidiary or Associate Company". The identical disclosure appears in each of the prior four annual reports. In FY2024-25, the company confirmed under CARO it is not a Core Investment Company.
What to watch
- 34th AGM vote. The ₹20 crore borrowing-limit and asset-charge Special Resolutions go to shareholders on 23rd September 2026.
- Investment verification. Management said the company is "under process to reconcile investment held with demat account" as of the FY2026 qualification.
- RBI appeal. The appeal against the 02 August 2018 registration cancellation was pending before the Department of Financial Services as of FY2020-21.
- BSE penalty. The ₹81.42 lakh SOP fine remained unprovided as of FY2024-25.
- Audit trail. The FY2026 report noted the accounting software's audit trail was activated "during the period under review," not for the full year.
Bottom line: This is a record of sustained regulatory and audit failure, not a clean set of accounts with a few blemishes. The recurring ₹18.73 lakh qualification, the three-year BSE suspension, and the single-transaction revenue story all point to the same character of risk: a company whose filings cannot be relied upon for verification. The one genuinely clean disclosure, no subsidiaries or associates, narrows the field but does not change it. Watch the AGM vote, the investment reconciliation, and whether the audit trail finally runs the full year.