Pearl Green Clubs and Resorts Ltd

Dematerialisation status

• No dematerialisation/rematerialisation requests were received during the quarter.
• No physical securities were received for dematerialisation during the quarter.

Meeting Details

• Date set for October 3, 2026 at the Registered Office; time not disclosed.

Key Agenda Items

• Proposal to raise funds via equity shares or convertible warrants, subject to regulatory and shareholder approvals.
• Any other matter with the Chairman's permission.

Other Notes

• Trading window for insiders and immediate relatives remains closed.

Fund-raising update

• Fund-raising proposal discussed; further deliberation required; no approval; separate meeting to decide.

Pearl Green Clubs and Resorts Limited: Trading Window to remain closed for Designated Persons and Immediate Relatives from Thursday, October 01, 2026 till 48 hours after the declaration of the Unaudited Financial Results for the half year ended September 30, 2026.

Meeting Details

• Date: September 29, 2026; Location: Registered Office, Pearl Green Clubs and Resorts Limited.

Key Agenda Items

• Proposal to raise funds via equity shares or convertible warrants, subject to regulatory and shareholder approvals.
• Any other matter with the Chairman's permission.

Other Notes

• Trading window closed for insiders from Sep 24, 2026 until 48 hours after Board meeting outcome.

AGM Details

• 8th AGM held Sep 3, 2026 at 11:00 AM via Video Conferencing/AVM.
• Remote e-voting opened Aug 31, 2026 09:00 AM to Sep 2, 2026 05:00 PM.
• Meeting concluded at 11:15 AM.

Resolutions

• Adopt audited financial statements for FY 2025-26; ordinary.
• Re-appoint director Mohit Sunil Nagdev by rotation; ordinary.
• Appoint Hiral Prajapati & Co LLP as statutory auditors; ordinary.
• Appoint Hiral Prajapati & Co LLP as statutory auditor to fill casual vacancy; ordinary.
• Appoint Hemantsingh Naharsingh Jhala as Director and MD; special.
• Regularize Durga Kumari Modi as independent director; special.
• Regularize Parth Hasmukhbhai Patel as independent director; special.
• Appoint Mohit Sunil Nagdev as Non-Executive Director; ordinary.

Voting Status

• Voting results to be announced within 2 working days.

Director & Auditor Changes

• Hemantsingh Naharsingh Jhala appointed Executive-Promoter Director and MD.
• Durga Kumari Modi regularized as independent director.
• Parth Hasmukhbhai Patel regularized as independent director.
• Mohit Sunil Nagdev appointed Non-Executive Director.
• Statutory auditors appointed for five-year term.

Financial highlights

• Revenue from operations 591.27 lakhs; down from 841.72 lakhs last year
• Total income 666.75 lakhs; expenses 562.74 lakhs
• Net profit after tax 80.59 lakhs; EPS 3.01 Rs
• Dividend declared: NIL; no dividend for FY25-26
• Single reportable segment; no subsidiaries
• Net worth around 2,527.21 lakhs; paid-up capital 2,677.1 thousand shares
• Current ratio 5.47x; debt nil

Dividend & capital allocation

• Dividend declared: NIL
• No buybacks during the year
• Equity issued: none; paid-up capital unchanged at 2,677,100 shares

Capital structure & ownership

• Paid-up capital ₹2.6771 crore; 2,677,100 equity shares of ₹10 each
• Promoter/major holder Hemantsingh Jhala holds about 15-16%
• No subsidiary or associates

Governance & board changes

• Resignations: four directors left on 17 Sep 2025
• Hemantsingh Jhala appointed MD for 5 years from Apr 22, 2026
• Independent directors Modi and Patel appointed; Nagdev added as Non-Executive Director
• Audit and NRC committees reconstituted

Audit & compliance

• Casual vacancy filled by Hiral Prajapati & Co LLP as statutory auditors
• Consent obtained; appointment until the 8th AGM
• Secretarial audit by JCA & Co; MR-3; no qualifications
• ICFR adequate; no going concern issues

Related party transactions

• Rent paid to related parties totaling Rs 19.21 lakhs
• Details in Annexure-2; related parties include family members

Risk & outlook

• Opportunities: domestic travel growth and asset utilisation
• Threats: competition, seasonality, rising costs, regulatory changes
• Outlook: cautious optimism; focus on cost control

CSR & ESG

• CSR not applicable; SME listing not requiring BRSR

Key details

• Target Company: Pearl Green Clubs and Resorts Limited.
• Disclosing Party: Jhala Rekhadevi Vijaysingh (Promoter Group).
• Transaction Type: Disposal of 29,400 equity shares.
• Date of Transaction: 07.07.2026.