Picturehouse Media Ltd

AGM Details

• AGM held on 30 September 2026 at 10:00 IST via VC/OAVM.
• Meeting started 10:00 IST and concluded at 10:18 IST.
• All businesses in the AGM Notice were transacted.
• Remote e-voting facility available; e-voting window closed at 10:32 IST.
• Quorum of 31 members present via VC/OAVM.
• Voting results and Scrutinizer report to be submitted separately.

AGM Details

• AGM conducted via VC/OAVM at 10:00 A.M.; concluded at 10:18 A.M.
• e-voting remained open until 10:32 A.M.
• Scrutinizer’s report submitted.

Resolutions & Outcomes

• All Notice resolutions passed by the requisite majority.

Secretarial Auditor Appointment

• Appointment of M/s ARS & Associates Company Secretaries LLP as Secretarial Auditor.
• Approved by Members at the 27th AGM on 30 September 2026.
• First term of five consecutive financial years from FY 2026-27 to FY 2030-31.
• Will hold office until the AGM concluding in 2031.
• LLPIN: AAG-3878; peer-reviewed firm; Board recommended after evaluation.

Appointment: Dileep Badey

• Appointed Non-Executive Independent Director, not liable to retire by rotation, from AGM 30 Sep 2026 to 2031.
• Previously an Additional Director; term continues until 2031.
• Profile: 43, Civil Engineer; NICMAR; 15+ years in engineering and real estate.
• Related to none of the directors.
• Not debarred from holding director position.

Designation change: P. J. Bhavani

• Designation changed to Managing Director; term until 2031; approved at AGM 30 Sep 2026.
• Previously Non-Executive, Non-Independent Director; designation changed to Executive Director.
• Profile: 36, B.Com; CA (Inter) and CS (Inter); 10+ years in auditing and finance.
• Not related to any director.
• Not debarred from director duties.

Resignation and proposed appointment

• Resignation of M/s. D. Hanumanta Raju & Co. as Secretarial Auditor effective 29 August 2026.
• Reason: pre-occupation and other professional commitments; no other material reasons.
• Five-year appointment from FY 2025-26 to FY 2029-30; audit for year ended 31 March 2026 completed.
• Shareholders' approval required; AGM scheduled 30 September 2026 to appoint ARS & Associates as Secretarial Auditor.
• Appointment subject to AGM approval; details in Annexure-A and resignation letter in Annexure-B.

Picturehouse Media Ltd: Trading window closed from 1 October 2026 until 48 hours after the declaration of unaudited financial results for the quarter and half year ended 30 September 2026

Financial results approved

• Standalone unaudited Q2 2026 approved; total income Rs 173.58 lakhs.
• Standalone net profit Rs 26.82 lakhs; EPS Rs 0.05.
• Consolidated unaudited Q2 2026 approved; total income Rs 529.44 lakhs.
• Consolidated net worth negative Rs 6,279.38 lakhs.
• Going concern basis adopted; material uncertainty acknowledged.

Auditor commentary and going concern disclosures

• Independent auditor's limited reviews on standalone and consolidated results; no audit opinions.
• Film inventory: Rs 3,017.94 lakhs; Rs 2,879.85 lakhs doubtful.
• PVP Capital Limited: negative net worth; RBI canceled NBFC registration.
• Group negative net worth: standalone Rs 3,997.95 lakhs; consolidated Rs 6,279.38 lakhs; material uncertainty.

Strategic and regulatory notes

• Board notes planned strategic merger with parent company to create synergy.

Meeting Details

• Date: Friday, 14 August 2026; time not disclosed.
• Location: registered office, via VC/OVAM.

Key Agenda Items

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

Other Notes

• Trading window closed from 01 July 2026 until 48 hours after declaration of unaudited results.