Pioneer Investcorp Ltd

Financial results

• Un-audited standalone and consolidated Q1 ended 30 June 2026 approved with Limited Review Report.

Director re-appointment

• Re-appointment of Mrs. Saraswathy Sadasivan as Non-Executive Director, subject to AGM approval.

NCD issuance

• Approval to issue and allot NCDs up to Rs 300 crore on private placement, subject to AGM approval.

AGM notice and governance documents

• Notice of 41st AGM, Directors Report, Corporate Governance Report and related annexures for year ended 31 March 2026.

Dematerialisation status

• Securities dematerialised in the quarter were furnished to the stock exchanges.
• RTA certificate confirms processing of dematerialisation.
• Dematerialised securities have been listed on stock exchanges.
• Physical certificates were mutilated and cancelled; depository substituted as registered owner in records.

Target Entity

• Pioneer Insurance & Reinsurance Brokers Private Limited is a composite insurance broker in India
• Incorporated on 18 November 2002 and licensed by the Insurance Regulatory and Development Authority

Size and Financials

• Authorised share capital of ₹10 crore and paid-up capital of ₹8 crore as of 31 March 2025
• Turnover was ₹104.59 crore in FY 2024-25, ₹99.52 crore in FY 2023-24, and ₹81.18 crore in FY 2022-23

Related Party Transaction

• Target is an associate company and related party of Pioneer Investcorp Limited
• Transaction conducted on an arm’s length basis

Industry

• Target operates in the composite insurance brokerage sector

Purpose and Rationale

• Acquisition via subscription to rights issue to increase shareholding in associate

Regulatory Approvals

• No governmental or regulatory approvals required for this acquisition

Timeline

• Completion upon allotment of shares pursuant to rights issue

Consideration and Cost

• Cash consideration of ₹78 lakh for 7,80,000 equity shares at ₹10 each (at par)

Shareholding Acquired

• Post-acquisition shareholding in target is 14.58%

Financial Performance 📊

• Standalone Q3 revenue: ₹70,750 lakhs; 9M revenue: ₹230,511 lakhs; consolidated Q3 revenue: ₹77,301 lakhs; 9M: ₹262,956 lakhs.
• Standalone Q3 PBT: ₹40,162 lakhs; 9M PBT: ₹108,364 lakhs; consolidated Q3 PBT: ₹61,150 lakhs; 9M: ₹106,030 lakhs.
• Standalone Q3 net profit: ₹30,067 lakhs; 9M net profit: ₹75,636 lakhs; consolidated Q3 net profit: ₹61,150 lakhs; 9M: ₹76,908 lakhs.
• Basic and diluted EPS standalone Q3: ₹20; 9M: ₹66; consolidated Q3: ₹39; 9M: ₹64.
• Standalone 9M total expenditure: ₹205,457 lakhs including finance costs, employee benefits, and depreciation.

Audit & Corporate Structure

• Auditor’s review reports for standalone and consolidated results issued with unmodified opinions.
• Consolidated results include seven wholly owned subsidiaries and one associate; group share of associate profit for 9M: ₹306.14 lakhs (unaudited).

Risks & Regulatory

• Impact of new Indian labour codes on employee benefits under evaluation; no adjustments made in current results.

Business Model

• Group operates primarily in financing in India with one reportable segment per Ind AS 108.

Financial Performance

• Board approved unaudited standalone and consolidated financial results for Q3 and nine months ended Dec 31, 2025.
• Results prepared as per Ind AS and reviewed by statutory auditors without audit opinion.
• Auditor review reports expressed no material misstatements or qualifications on financial results.
• Consolidated results include seven wholly owned subsidiaries and one associate company.
• Group’s share of profit from associate for nine months ended Dec 31, 2025, is Rs. 306.14 lakhs (unaudited).

Regulatory and Compliance ️

• New Indian labour codes notified Nov 21, 2025, may affect employee benefits accounting.
• No adjustments made yet for labour code impact; effects to be recognized in Q4 and FY ending Mar 31, 2026.

Governance and Management

• No changes in directors, auditors, or key management personnel reported.

🗓️ Meeting Details

• Board meeting scheduled for 11 February 2026.

📊 Financial Performance

• Consider and approve unaudited standalone and consolidated financial results.
• Financial results cover Q3 and nine months ended 31 December 2025.