Mefcom Capital Markets Ltd

Mefcom Capital Markets Ltd – Trading Window closed from 1 October 2026 till 48 hours after the declaration of unaudited standalone & consolidated financial results for the quarter ended 30 September 2026

Transaction overview

• Target: Mefcom Capital Markets Limited.
• Acquirer: Priyanka Mehta; promoter group.
• PACs: Karan Mehta, Vijay Mehta, Ikma Infoway Pvt Ltd, Vijay Mehta & Sons; promoter group.
• Transaction: off-market inter-se transfer under Gift Deed; disposal/transfer.
• Date: 17/09/2026; mode: Gift Deed.

Holding details

• Pre-holding: Priyanka 17,500; Karan 36,25,000; Vijay 2,97,45,755; Ikma Infoway 6,25,000; Vijay Mehta & Sons 0; total 3,40,13,255.
• Post-holding: Priyanka 20,17,500; Karan 16,25,000; Ikma Infoway 6,25,000; Vijay Mehta 0; Vijay Mehta & Sons 0; total 3,40,13,255.
• Encumbrances: Nil pre- and post-transaction.

Capital context

• Before: INR 91,401,680; 45,700,840 equity shares of 2 each.
• After: INR 91,401,680; 45,700,840 shares; diluted capital unchanged.

Key details

• Target Company: Mefcom Capital Markets Limited.
• Disclosing Party: Priyanka Mehta and PAC (promoter group).
• Transaction Type: Off-market inter-se transfer via Gift Deed.
• Pre-transaction holding: Priyanka Mehta 17,500 shares (0.04%).
• Pre-transaction holding: Karan Mehta 36,25,000 shares (7.93%).
• Pre-transaction holding: Vijay Mehta 2,97,45,755 shares (65.09%).
• Pre-transaction holding: Ikma Infoway Private Limited 6,25,000 shares (1.37%).
• Pre-transaction holding: Vijay Mehta & Sons 0 shares (0%).
• Pre-transaction total: 3,40,13,255 shares (74.43%).
• Post-transaction holding: Priyanka Mehta 20,17,500 shares (4.41%).
• Post-transaction holding: Karan Mehta 16,25,000 shares (3.56%).
• Post-transaction holding: Vijay Mehta 2,97,45,755 shares (65.09%).
• Post-transaction holding: Ikma Infoway Private Limited 6,25,000 shares (1.37%).
• Post-transaction holding: Vijay Mehta & Sons 0 shares (0%).
• Post-transaction total: 3,40,13,255 shares (74.43%).
• Date of transaction: 17/09/2026.
• Share capital before: INR 9,14,01,680; 45,70,840 equity shares.
• Share capital after: INR 9,14,01,680; 45,70,840 equity shares.
• Total diluted share capital after: INR 9,14,01,680.

Financial results approved

• Unaudited standalone and consolidated results for quarter ended 30 June 2026 approved.

Subsidiary sale and approvals

• Sale of entire Mefcom Securities Limited stake to Vijay Mehta approved at ₹8.58 per share.
• Transfer comprises 2,999,800 shares; AGM approval obtained 08 Aug 2026.
• Valuation report dated 13 Aug 2026 by Satya Prakash Garg & Co.
• BSE/NSE approvals for change in shareholding received.

Regulatory disclosures and consolidation

• Independent Auditor's Review: no material misstatement detected.
• AGM 08 Aug 2026 approved sale; consolidation may cease.
• Consolidated results may be non-applicable going forward post-sub sale.

AGM Details

• 41st AGM held on 08 August 2026 at 12:30 PM IST, physical meeting in New Delhi.
• Scrutinizer Report related to voting submitted to BSE for the AGM.

AGM Details

• Date and time: 08 Aug 2026, 12:30 PM
• Mode: Physical meeting
• Venue: E-15, Ansal Villas, Satbari, New Delhi
• Remote e-voting window: 05 Aug–07 Aug 2026
• Record date: 01 Aug 2026
• AGM concluded: 01:30 PM

Key Resolutions

• Adopt audited standalone and consolidated financials with directors' and auditors' reports for year ended 31 March 2026.
• Appoint director in place of Sameer Rajendra Purohit, retiring by rotation.
• Approve related party transaction between promoter MD Vijay Mehta and the company.
• Approve sale of entire shareholding in subsidiary Mefcom Securities Limited.
• Continue Dr. Ram Khanna as Non-Executive Independent director on attaining age 75.
• To approve managerial remuneration paid to executive directors in excess of limits under section 197 for FY 2025-26.
• To approve executive directors' remuneration payable in excess of limits for FY 2026-27.

Voting Results

• All resolutions passed as transacted at the AGM.

Director Changes

• Director replacement: Sameer Rajendra Purohit to retire by rotation.
• Ram Khanna to continue as Non-Executive Independent director after attaining age 75.

Overview

• Corrigendum issued for FY2025-26 Annual Report; no changes to financials.

AGM details

• 41st AGM on 8 Aug 2026 at 12:30 PM, New Delhi.
• Record date 1 Aug 2026; remote e-voting 5-7 Aug 2026.

Related-party transactions

• Approval to sell Mefcom Securities Limited to Vijay Mehta.
• Approval to transfer entire shareholding in Mefcom Securities Limited; strategic restructuring.

Governance changes

• Dr. Shri Ram Khanna to continue as Non-Executive Independent Director beyond 75 via Special Resolution.
• Vijay Kant Mishra appointed as Non-Executive Director.
• Ajay Kumar Poddar resigned as NED; Priyanka Mehta shifted from ED to NED.
• BK Sharma & Associates appointed as Secretarial Auditor; no qualifications.

Remuneration approvals

• Remuneration paid to Executive Directors for FY2025-26 exceeded limits; approval sought.
• Proposed higher managerial remuneration for FY2026-27; Board approved; includes minimums if profits are inadequate.

Dividend & capital actions

• No dividend recommended for FY2025-26.
• Proposed sale of Me pcom Securities Limited stake indicates strategic divestment.

Financial snapshot

• Standalone revenue: ₹10,883.61 Lakhs; standalone PAT: ₹-185.13 Lakhs.
• Consolidated revenue: ₹11,413.60 Lakhs; consolidated PAT: ₹-223.30 Lakhs.
• Standalone EPS: ₹-0.41; Consolidated EPS: ₹-0.46.

Subsidiaries & operations

• Subsidiary: Mefcom Securities Limited; MCML holds 60%.
• Company operates primarily in a single segment: capital market activities in India.

Meeting Details

• Board meeting scheduled for Thursday, 13 August 2026 at the company's registered office.

Key Agenda Items

• Consider and approve unaudited standalone and consolidated financial results for quarter ended 30 June 2026.

Other Notes

• Trading window for insiders closed from 1 July 2026 until 48 hours after results declaration.