Active Infrastructure's FY2025-26 record carries clean audit opinions and a routine promoter profile, but the auditor twice declined to opine on repayment of unsecured related-party loans that carry no repayment schedule. Operating cash flow turned negative even as profit stayed positive, and the group's revenue recognition and consolidation practices are not uniform across its subsidiaries.
Key findings
- Dense web of related-party loans with no repayment schedules
Critical- Unsecured on-demand loans to subsidiaries reached ₹865.70 lakh outstanding, with no repayment schedule stipulated for principal or interest. The auditor was unable to comment on the regularity of repayment or on renewal, extension, or evergreening of these loans. Shareholders approved an enhanced related-party transaction limit with Achievers Ventures Private Limited from ₹50 crore to ₹100 crore for the remaining approved tenure up to FY 2029-30 via postal ballot dated 13 July 2026. - Operating cash flow collapsed to negative ₹24.51 crore in FY26
Major- Consolidated CFO was ₹-24.51 crore against PAT of ₹10.28 crore in FY2025-26, a CFO/PAT ratio of -2.38x, after CFO of ₹4.48 crore in FY2024-25 and ₹31.88 crore in FY2023-24. Free cash flow was negative ₹46.57 crore in FY2025-26, versus positive ₹1.15 crore in FY2024-25. The Board still recommended a final dividend of Re. 0.50 per share on 25 May 2026. - Clean standalone opinion, but FY2025-26 loan repayment comment declined
Major- V. K. Surana & Co. issued an unqualified opinion on the standalone FY2025-26 statements dated 25 May 2026. For FY2025-26, CARO clause (iii) states the auditor was unable to comment on repayment regularity of unsecured loans lacking a stipulated repayment schedule. For FY2024-25, the auditor stated repayments were generally regular based on demand. The FY2025-26 consolidated opinion relies solely on other auditors for 2 subsidiaries and 2 subsidiary LLPs holding total assets of ₹127.47 crore. - Revenue concentrated in few customers, receivables at 189 days
Major- Receivable days reached 189 in FY26, up from 80 in FY24, against a stated credit period of 30-60 days. Revenue from infrastructure/turnkey projects is recognized at a point in time upon satisfaction of stipulated milestones, not over time. The group admits it does not apply uniform revenue policies across subsidiaries because it was "not practicable". - Consolidation perimeter shifting with IPO proceeds redirected
Major- Active Infrastructure exited two 49.99%-owned associates, Devansh Dealtrade LLP and Godhuli Vintrade LLP, with Board approval on 05-Aug-2025 and Supplemental LLP Agreements executed 09-Oct-2025. Members approved reallocation of ₹15.22 crore of unutilised IPO proceeds via postal ballot dated 13 July 2026, including ₹7.05 crore as a loan to wholly-owned subsidiary Achievers Ventures for onward investment in step-down subsidiary Raghukul Shradha Realty LLP. The principal auditor relies on other auditors for subsidiaries holding ₹66.29 crore of assets. - ₹2.5 crore advance for cancelled tender written off only after FIR
Major- Subsidiary Digvijay Shradha Infrastructure advanced ₹2.5 crore to Infrasion Construction for a tender the government authority subsequently cancelled; Infrasion has not refunded the amount despite follow-ups. The subsidiary filed an FIR and recognized a provision during FY2025-26. Bank guarantees for raw material procurement rose from ₹3.85 crore in FY2024-25 to ₹10.28 crore in FY2025-26. - Debt sits on the consolidated group, not the standalone parent
Major- Consolidated borrowings were ₹80.23 crore (long-term ₹35.47 crore, short-term ₹44.76 crore) while standalone borrowings were ₹0.00 crore in FY26. The company's own MD&A ties rising leverage and falling debt-service coverage to higher term borrowings. Short-term borrowings were 56% of total borrowings in FY26. - Three statutory auditors in two years around the IPO
Major- P N Gupta stepped down on 21-Nov-2024 as the IPO required a Peer Reviewed Firm. V.S. Jakhotiya & Co. was appointed on 05-Dec-2024, then declined further appointment "due to preoccupancy". V. K. Surana & Co. was appointed for five years at the 18th AGM. Consolidated statutory audit remuneration rose to ₹2.28 lakhs in FY2025-26 from ₹0.46 lakhs in FY2024-25. - Promoter and board conduct is routine and clean
Clean- Promoter shareholding stood at 73.31% as of FY2025-26 with pledge at 0.00% in both FY2025-26 and FY2024-25. All four promoter individuals and entities declared no encumbrance, invocation, or release of encumbrance during the relevant years. Directors received no commission, and no stock option or performance-linked incentive scheme exists; remuneration comprises fixed salary and perquisites only. A Certificate of Non-Disqualification dated 10 August 2026 confirmed no director was debarred by SEBI or MCA.
What to watch
- Recovery of ₹2.5 crore from Infrasion Construction. FIR filed by the subsidiary; provision recognized in FY2025-26, recovery pending as of the annual report.
- ₹7.05 crore loan to Raghukul Shradha Realty LLP. Approved via postal ballot dated 13 July 2026; completion of the onward loan from Achievers Ventures to the step-down LLP to be tracked.
- FY2026-27 statutory auditor's report. Expected by May 2027, to show whether unsecured loans with no repayment schedule remain outstanding or are renewed.
- FY2026-27 consolidated audit coverage. Whether the split across other auditors for subsidiaries and LLPs persists or changes.
- Consideration for Devansh and Godhuli exits. Company stated cash consideration with completion on 09-Oct-2025 but did not classify as a related party transaction.
Bottom line: This is a disclosed and audited record with a clean promoter profile and zero pledging. The risk sits in the related-party loan web, where the auditor cannot verify repayment regularity, and in the gap between reported profit and cash generation. Read the receivables and loan schedules with that in mind, and watch whether the FY2026-27 audit narrows or widens the coverage gaps.