Entertainment Network (India) Ltd

AGM details

• AGM held on 25 September 2026 at 3:00 PM via VC/OAVM.
• AGM concluded at 4:12 PM after 30 minutes for e-voting.
• Chairman Vineet Jain chaired the meeting.
• 45 members attended the AGM through VC.
• Quorum was confirmed for the meeting.
• Meeting complied with applicable Companies Act provisions.

Resolutions and outcomes

• Adoption of audited financial statements and reports approved with requisite majority.
• Dividend on equity shares approved.
• Reappointment of Richard Saldanha as Director liable to retirement by rotation approved.
• Remuneration payable to Cost Auditors ratified.
• Reappointment and continuation of Richard Saldanha as Non-Executive Director approved.
• Alteration of Articles of Association and grant of requisite special rights approved.

AGM Details

• AGM held on Friday, 25 September 2026 at 3:00 p.m. via VC/OAVM.
• Venue deemed the Registered Office for the meeting.
• Remote e-voting window: 20 September 2026, 9:00 a.m. to 24 September 2026, 5:00 p.m.
• Electronic poll conducted at AGM; remote voters did not vote in poll.
• Scrutinizer appointed for e-voting and poll; report furnished on 26 September 2026.
• All resolutions approved by members with requisite majority per scrutinizer report.

Resolutions and outcomes

• All resolutions put to vote were approved as per the AGM notice.

AGM outcomes

• 27th AGM held on 25 September 2026 via VC/OAVM; results to be disclosed separately.
• Quorum present; 45 members attended via VC; meeting declared in order.
• Voting conducted by Remote E-voting and Electronic Poll (Insta Poll).
• Auditors' Report and Secretarial Audit Report had no qualifications.
• Consolidated Scrutinizers' Report will be posted on the company website on 26 September 2026.
• Scrutinizers appointed for e-voting and Insta Poll.
• Directors attended via VC.
• Statutory registers and audit reports available for inspection.

Entertainment Network (India) Limited - Closure of trading window from 1 October 2026; trading window will re-open after the expiry of 48 (forty-eight) hours post the financial results for the quarter and six months ending on 30 September 2026 are made generally available.

AGM notice and online annual report

• 27th AGM scheduled for 25 September 2026 at 3:00 PM via VC/OAVM
• Annual Report 2025-26 and AGM notice available on ENIL website and stock exchanges
• No physical copies of the Annual Report will be dispatched unless requested
• Shareholders must update PAN, KYC details and nominations as per SEBI guidance
• Payments, including dividends, may be electronic for folios with unupdated PAN/KYC
• KFinTech and RTA contact details provided for KYC and inquiries
• AGM notices include remote e-voting and participation instructions

AGM Details

• Date and time: 25 September 2026, 3:00 PM IST.
• Mode: VC/OAVM.
• Login time for participation: 2:30 PM IST.
• Record date for dividend: 18 September 2026.

Key Resolutions

• Ordinary: Adopt audited financial statements for year ended 31 March 2026.
• Ordinary: Declare dividend on equity shares for year ended 31 March 2026.
• Ordinary: Reappoint Richard Saldanha as Director by rotation.
• Special: Ratify remuneration to Cost Auditors for FY2026-27: ₹5,00,000 plus taxes.
• Special: Reappointment of Richard Saldanha as Non-Executive Director (Special Resolution).
• Special: Alter Articles of Association to transfer THPL rights; THPL promoter rights.

Voting Results

• Voting results not provided in this filing.

Dividend

• Dividend on equity shares proposed; amount per share not disclosed.

Directors & Changes

• Richard Saldanha reappointed as Non-Executive Director.
• Promoter change: THPL to become promoter upon Scheme implementation.

Auditor Appointments

• Cost Auditors remuneration for FY2026-27: ₹5,00,000 plus taxes.

Financial highlights

• Standalone total income rose to 57,937.83 lakh (FY25-26).
• Standalone revenue from operations: 54,747.21 lakh (FY25-26).
• Standalone EBITDA: 7,214.46 lakh; standalone PAT: -564.04 lakh.
• Consolidated revenue: 56,517.15 lakh; consolidated PAT: -739.28 lakh.
• Dividend declared for FY26: ₹953.41 lakh; ₹2.00 per share.
• Net debt: 0; consolidated cash and cash equivalents ₹3,637.40 lakh.

Growth & transformation

• Digital grew 84% in FY26; digital revenue ≈ 48% of core radio revenue.
• Gaana pricing shifted to ₹707/year to improve economics.
• Digital contributed ~20% of total consolidated revenue in FY26.
• Approximately 300 events across 30+ cities; Mirchi IP expansion.

Operations & digital expansion

• Gaana features include Community Playlists, offline listening, AI-friendly recommendations.
• Mirchi international footprint: UAE, Qatar, Bahrain, US; NJ Nielsen listenership.
• ENIL building a diversified entertainment ecosystem around Mirchi.
• IP and events drive advertiser solutions across formats.

Capital structure & liquidity

• Equity capital ₹4,767.04 lakh; reserves ₹70,867.56 lakh; net worth ₹75,634.60 lakh.
• No equity issues or buybacks in FY25-26.
• Net debt: zero; consolidated cash ₹3,637.40 lakh.
• Consolidated operating cash flow ₹8,562.40 lakh.

Governance & risk

• NCLT approved BCCL-THPL Scheme; THPL to become promoter; scheme not yet effective.
• AGM details: 27th AGM; 25 Sep 2026; VC/OAVM; e-voting window 20-24 Sep 2026.
• Auditors: Walker Chandiok; secretarial audit by Hemanshu Kapadia; cost auditor appointed.

CSR & ESG

• CSR spend ₹31.42 lakh; 2% of average net profit; Policy aligned to Schedule VII.
• CSR activities disclosed in Annual CSR Report; governance by CSR Committee.

Shareholder & AGM information

• AGM through VC/OAVM; record date 18 Sep 2026; dividend payable 26 Sep 2026.
• Remote e-voting window 20-24 Sep 2026; multiple login options via KFinTech.

Promoter acquisition details

• Target: Entertainment Network (India) Limited (ENIL).
• Acquirer and PACs: THPL; SPL, AUL, TMIL, Vineet Jain, Bharat Nidhi Limited.
• THPL becomes ENIL promoter; PACs are promoter group members.
• Listed on BSE and NSE.
• Pre-acquisition voting rights: THPL/SPL/AUL/TMIL/VJ/BNL Nil.
• Post-acquisition voting rights: THPL 33,918,400 shares (71.15%); others Nil.
• Mode: Scheme-based acquisition under NCLT-approved demerger; effective 1 Sep 2026.
• Date of acquisition: 1 September 2026.
• Equity capital before/after: 4,76,70,415 shares of INR 10.
• Salient features: equity shares; face value INR 10; no encumbrances.

Key transaction details

• Acquisition via composite scheme of arrangement under NCLT; ENIL stake transferred to THPL.
• Exemption for open offer under Regulation 10(1)(d)(iii).
• Acquirers: THPL, SPL, AUL, TMIL, VJ, BNL; Transferor: BCCL.
• Total shares/voting rights acquired: 3,39,18,400 shares, 71.15%.
• Method of acquisition: scheme of arrangement; no cash consideration.
• Consideration paid: Nil (no cash payment).
• Pre-Transaction: THPL 0%, BCCL 71.15%.
• Post-Transaction: THPL 71.15%, BCCL 0%.
• Change in promoter structure: THPL promoted; BCCL promoter status ceased.
• Public shareholding: 28.85% remains in public after transaction.
• Scheme does not directly involve ENIL.
• Concert group holds 50.05% of THPL voting rights.