PFL Infotech Ltd

AGM Details

• AGM held on 26 September 2026 at 04:00 PM via Video Conference / OAVM.
• Remote e-voting conducted 23–25 September 2026; cut-off 19 September 2026.
• Scrutiniser appointed; report attached.

Key Resolutions

• Item 1: Ordinary—adoption of financial statements for year ended March 31, 2026.
• Item 2: Ordinary—reappointment of director.
• Item 3: Ordinary—appointment of statutory auditors.
• Item 4: Ordinary—appointment of Parma Nand Chand as Managing Director.
• Item 5: Special—reduction of share capital.
• Item 6: Special—shifting registered office from Telangana to Maharashtra.
• Item 7: Special—adoption of new Articles of Association.

Voting Outcomes

• Item 1: Passed with requisite majority.
• Item 2: Passed with requisite majority.
• Item 3: Passed with requisite majority.
• Item 4: Passed with requisite majority.
• Item 5: Special resolution passed; 88.11% in favor, 11.89% against.
• Item 6: Special resolution passed; 99.99% in favor, 0.01% against.
• Item 7: Special resolution passed; 99.99% in favor, 0.01% against.

Directors & Auditors

• MD appointment: Parma Nand Chand appointed as Managing Director.
• Auditor appointment: Statutory auditors appointed for the company.

Other Approvals

• Adoption of new set of Articles of Association (Special).

Dividend

• Dividend: No dividend proposed or declared.

AGM Details

• AGM held on 26 September 2026 at 04:00 PM; concluded at 04:30 PM IST.

Ordinary Business

• Adoption of audited financial statements for the year ended March 31, 2026.
• Re-appointment of Kirti Chand as Director, retiring by rotation.
• Appointment of M/s. Pavaluri & Co as Statutory Auditors.

Special Business

• Appointment of Parma Nand Chand as Managing Director.
• Reduction of share capital of the company.
• Shifting of registered office from Telangana to Maharashtra.
• Adoption of the new Articles of Association.

Voting results

• All ordinary resolutions passed with requisite majority.
• All special resolutions passed with requisite majority.

PFL Infotech Ltd: Trading window closed from 01.10.2026 till 48 hours after the declaration of financial results for the quarter ended 30.09.2026

Financial snapshot

• Revenue from operations nil for FY2025-26.
• Net loss ₹34.75 Lakhs for FY2025-26.
• EPS basic ₹-0.65 for FY2025-26.
• Paid-up capital ₹7.4781 Crore across ~74,781 shares.
• Total equity negative ₹40.76 Lakhs.
• Cash and cash equivalents ₹0.13 Lakhs.
• Net cash from operations ₹-11.39 Lakhs.
• Current borrowings ₹7.51 Lakhs; total borrowings ₹7.51 Lakhs.
• Dividend declared: none in FY2025-26.

Capital structure & ownership

• Promoter holding 6.50% (485,740 shares) via Parma Nand Chand.
• Shareholders 2,251; 74,781 shares outstanding.
• 45% of shares dematerialised as at 31 Mar 2026.
• Promoter/public split: 6.5% promoter, 93.5% public.
• Stock code 531769; listed on BSE.

AGM & corporate actions

• 39th AGM on 26 Sep 2026 at 4:00 PM via VC/OAVM.
• Agenda includes adoption of accounts, Kirti Chand reappointment.
• Parma Nand Chand to be appointed MD for five years.
• Capital reduction proposed by 99% to 74,781 shares.
• Shift registered office to Maharashtra from Telangana.
• Adoption of new Articles of Association.
• Auditors Pavuluri & Co proposed for 2026-2031.

Governance & compliance

• Board includes Parma Nand Chand as MD and CFO; Kirti Chand as director.
• Independent directors Sujana Kadiam, Pankaj Jain, Vipin Champawat.
• Secretarial auditor: Marthi & Co; governance certificate attached.
• Internal controls deemed adequate; no material weaknesses noted.

Tax, loans & liquidity

• Income tax demands outstanding: 2015-16 ₹7.32L; 2017-18 ₹13.58L; 2020-21 ₹4.04L.
• Company has not paid these tax demands yet.
• Total current borrowings ₹7.51 Lakhs; long-term borrowings nil.
• Cash flows show net cash outflow from operations.

Operations & outlook

• The company is a trading business with no current revenue.
• The company is evaluating new business lines to improve profitability.
• Negative net worth; needs capital to sustain and grow.

Shareholder information

• Record date for AGM: 19 Sep 2026.
• Remote e-voting window: 23-25 Sep 2026.
• Registrar: Big Share Services; NSDL e-voting platform used.
• Stock: 74,781 shares; dematerialised 99.45%.

Auditors & disclosures

• Statutory auditors: Samudrala K & Co LLP; Pavuluri & Co proposed.
• Secretarial audit: Marthi & Co; no material non-compliance reported.
• Related party transactions limited to Parma Nand Chand.
• Auditors' report notes no fraud; governance certificate attached.

Financial performance

• Net sales/income for year ended 31 Mar 2026: ₹0.00 lakh.
• Total expenditure ₹48.93 lakh; prior year ₹34.75 lakh.
• Net loss ₹34.75 lakh; profit before tax ₹-48.93 lakh.
• Earnings per share: ₹-0.65.
• Paid-up equity capital: ₹747.81 lakh.
• Reserves excluding revaluation reserves: ₹-788.57 lakh.

Capital actions

• Capital reduction: 99% write-off; paid-up capital reduced from ₹7.4781 crore to ₹0.74781 crore.
• Post-reduction, issued capital stands at 74,781 shares of ₹10 each; 1-for-100 exchange.
• Subject to NCLT confirmation and regulatory approvals.

Corporate actions & governance

• Parma Nand Chand appointed Managing Director for five years from 14 Nov 2025.
• Registered office shifted from Telangana to Maharashtra; approvals required.
• Adoption of new Articles of Association aligned with 2013 Act and LODR.

AGM & governance

• 39th AGM scheduled for 26 Sep 2026 via VC/OAVM.
• Board met eight times during FY2025-26.
• Dividend for FY2025-26 not declared.

Shareholding & liquidity

• Dematerialised shares: 99.45% of paid-up capital; 74,781 shares outstanding.
• Promoter holding: 6.50% (Parmanand Chand) with 485,740 shares.
• Current borrowings ₹7.51 lakh; cash ₹0.13 lakh; net equity negative.

Audit & compliance

• Proposal to appoint M/s Bhavani & Co as statutory auditors for 2026-2031 (subject to approval).
• Secretarial audit: Marthi & Co; compliance status noted.
• Income tax demands totaling ₹24.94 lakh outstanding from prior years.

AGM book closure and voting dates

• Register of Members and share transfer books closed Sept 21–25, 2026 for AGM.
• AGM to be held Sept 26, 2026 at 4:00 PM IST via VC/OAVM.
• Cut-off date for voting eligibility: Sept 19, 2026.
• Remote e-voting period: Sept 23, 2026 9:00 AM to Sept 25, 2026 5:00 PM IST.

Financials

• Revenue from operations: Rs 0.00 Lakhs for quarter ended 30 June 2026.
• Other income: Rs 2.14 Lakhs; total income Rs 2.14 Lakhs.
• Total expenses: Rs 5.17 Lakhs; employee cost Rs 0.51, other expenses Rs 4.66.
• Profit before tax: Rs -3.02 Lakhs; tax expense: Rs 0.00.
• Net profit after tax: Rs -3.02 Lakhs; basic and diluted EPS: -0.004.
• Paid up equity share capital: Rs 747.81 Lakhs.
• MD Parma Nand Chand appointed; subject to shareholder approvals.
• Statutory auditors Pavuluri & Co appointed for five years from AGM 2026.
• Internal auditors Bhavani & Co appointed for FY 2026-27.
• AGM 39th on 26 Sep 2026; Register of Members closes 21-25 Sep 2026.

Meeting Details

• Board meeting scheduled for 14 August 2026; time and venue not disclosed.

Key Agenda Items

• Approve standalone unaudited quarterly results for quarter ended 30 June 2026 with Limited Review Report.
• Appoint Parma Nand Chand as Managing Director, subject to shareholder and statutory approvals.
• Appoint Bhavani & Co. as Statutory Auditors for five years, subject to approvals.
• Fix date, time and venue for the 39th AGM.
• Fix the closure date of the Register of Members and Share Transfer Books.
• Approve Notice of the 39th AGM for FY 2025-26.
• Approve Directors' Report and annexure for FY 2025-26.
• Appoint Marthi & Co. as Scrutinizer for the AGM.

Other Notes

• Trading window closed from 1 July 2026 until 48 hours after unaudited Q1 2026-27 results.

Dematerialisation/rematerialisation status

• RTA issued confirmation certificate detailing dematerialisation/rematerialisation activity for Apr 1–Jun 30, 2026.
• No dematerialisation requests were received during Jan 1, 2026 to Mar 31, 2026.