P. B. Films Ltd

AGM details

• AGM held 25 Sep 2026 at 11:00 AM via VC/OAVM.
• Remote e-voting 22–24 Sep 2026; record date 18 Sep 2026.
• Scrutinizer: Hemant Sharma & Associates.

Key resolutions

• Resolution 1: Adopt Audited Financial Statements.
• Resolution 2: Re-appoint Sneha Ray, retires by rotation.
• Resolution 3: Appoint director from M/s Nirmalkunj Merchandise Limited.
• Resolution 4: Appoint director from M/s Premkunj Distributor Limited.

Voting results

• Resolution 1 passed; 100% in favour.
• Resolution 2 passed; 100% in favour.
• Resolution 3 passed; 100% in favour.
• Resolution 4 passed; 100% in favour.

Director changes

• Sneha Ray re-appointed as director.

P. B. FILMS LIMITED - Closure of trading window for Designated Persons from 01.10.2026 till 48 hours after the declaration of Financial Results for half year ended 30.09.2026

AGM Details

• AGM held 25 Sep 2026 at 11:00 IST via VC/OAVM.
• Remote e-voting from 22 Sep 2026 09:00 to 24 Sep 2026 17:00.
• Cut-off date for voting: 18 Sep 2026.
• Scrutinizer appointed for e-voting process.
• Meeting duration: 11:00 to 11:31 IST.

Key Resolutions

• Ordinary: adopt audited financial statements and reports.
• Ordinary: re-appointment of director by rotation.
• Ordinary: approve material related party transactions with related party 1.
• Ordinary: approve material related party transactions with related party 2.

Voting Results

• Outcome pending for all resolutions; Scrutinizer's report awaited.

Director Changes

• Re-appointment by rotation of existing director proposed.

Auditor Appointments

• No auditor changes disclosed.

Material Related Party Transactions

• Approval of material related party transactions with related party 1.
• Approval of material related party transactions with related party 2.

Book closure details

• Book closure from Friday, 18 September 2026 to Friday, 25 September 2026 (inclusive).
• Purpose: for the Annual General Meeting for FY 2025-26.
• Cut-off date: 18 September 2026; determines voting eligibility for remote/e-voting.
• Event date: AGM on 25 September 2026 at 11:00 AM via VC/OAVM.
• Security type: Equity shares.
• E-voting: Remote e-voting and e-voting at AGM facility available.
• Dividend: Board has not recommended any dividend for the year.

AGM Details

• 19th AGM to be held 25 Sep 2026 at 11:00 IST via VC/OAVM.
• Annual report for FY 2025-26 available at pbfilms.in.

AGM details

• Mode: VC/OAVM; date and time specified in filing.
• Record/book closure: dates for membership and transfers mentioned.
• Remote e-voting window and cut-off date noted.

Resolutions

• Ordinary: Adoption of Audited Financial Statements for year-end.
• Ordinary: Re-appointment of director liable to retire by rotation.
• Ordinary: RPT with NML up to cap; arm's length.
• Ordinary: RPT with PDL up to cap; arm's length.
• Board authorized to delegate powers to committees/MD to implement resolutions.

Voting results

• Voting results not disclosed in filing.

Director changes

• Director re-appointment; remuneration NIL.

Material related party transactions

• NML: related party; RPT cap up to cap; arm's length.
• PDL: related party; RPT cap up to cap; arm's length.
• Both are promoter-group entities.

Financial snapshot

• Total revenue from operations: ₹15.00 lakhs; total income ₹24.92 lakhs.
• Profit after tax: ₹10.22 lakhs; basic EPS ₹0.07.
• Revenue declined to ₹24.92 lakhs from ₹37.44 lakhs.
• EPS improved from ₹0.01 to ₹0.07.
• No dividend declared in 2025-26.
• Single segment operation; no segment revenue split.
• Cash and cash equivalents ₹58.57 lakhs.

Capital & liquidity

• Share capital ₹1,441.76 lakhs; reserves at ₹-448.05 lakhs.
• Reserves and surplus: ₹-556.79 lakhs.
• Current liabilities ₹449.90 lakhs; short-term borrowings ₹430.58.
• Current ratio 2.71; debt-equity 0.43.
• No long-term borrowings; reliance on short-term borrowings.
• BSE SME listing; annual listing fee paid through 31-Mar-2026.

Operations & performance

• Revival and restructuring efforts continued; activity subdued.
• Total expenses declined to ₹13.32 lakhs from ₹36.09.
• Profit before tax ₹11.60 lakhs; after tax ₹10.22.
• EPS expanded to ₹0.07 from ₹0.01.
• There were no foreign exchange earnings or outgo.
• Segment reporting: single segment.

Related party transactions

• Material related party transactions with NML and PDL proposed; up to ₹5 crore.
• RPTs to be at arm's length and in ordinary course of business.
• There were no related party transactions with NML or PDL in 2025-26.
• Promoter holdings: NML 14.99%; PDL 14.63%.
• RPT period: 19th AGM to 20th AGM in 2027.
• Audit Committee and shareholders approvals required for RPTs.

Governance & board changes

• Sneha Ray reappointed as MD; Bidhan Sardar reappointed as director.
• Ashish Kumar Goenka appointed as Additional Director; regularised.
• Somnath Naskar resigned as NED; Deepak Agarwal resigned as CFO.
• Somdatta Chaudhuri appointed CFO; Board reconstituted.
• Audit, Stakeholders Relationship, and Nomination & Remuneration committees exist.
• Board met 6 times; independent director meeting on 05-02-2026.

Audit & internal controls

• MGSA & Co appointed Statutory Auditors; casual vacancy filled.
• Secretarial audit by Hemant Sharma & Associates; Annexure-1.
• Internal financial controls adequate and operating effectively.
• No material weaknesses reported; management responsible for compliance.

Outlook & risks

• Textile industry remains challenging; improvement expected in 1-2 years.
• Management pursuing revival strategies and cost rationalization.
• No CSR policy due to losses; company pursues sustainability within constraints.

Key Decisions

• The 19th AGM is scheduled for September 25, 2026 via VC/OAVM.
• AGM cut-off date fixed as August 28, 2026.
• Notice and Annual Report for 2025-26 will be dispatched by September 1, 2026.
• Hemant Sharma appointed Scrutinizer for AGM e-voting.