Premium Capital Market & Investments Ltd

Premium Capital Market & Investments Ltd — Trading window closed from Oct 01, 2026 until 48 hours after the declaration and publication of Unaudited Financial Results for the quarter ended September 30, 2026

Secretarial auditor change

• Change in the name of the Secretarial Auditor from ALAP and Co. LLP to Prasad and Partners LLP.
• Terms, tenure, and scope of the appointment remain unchanged.
• Reason: change in the name of the Secretarial Auditor.
• No changes to appointment terms or audit scope.
• Date of filing: 24 September 2026.

AGM Details

• Date and time: 17 Sep 2026, 11:30–12:15 IST.
• Mode: remote e-voting and ballot papers at AGM.
• Record date: 10 Sep 2026.
• Shareholders on record: 14,650.

Key Resolutions

• Resolution 1 (Ordinary): Adopt Audited Financial Statements and reports.
• Resolution 2 (Ordinary): Reappointment of Papita Nandi as director (retire by rotation).
• Resolution 3 (Special): Reappointment of Manisha Sudip Bhattacharya as Wholetime Director.
• Resolution 4 (Special): Enhance borrowing limits under section 180(1)(c).
• Resolution 5 (Special): Mortgage, sale, lease or disposal of assets under section 180(1)(a).
• Resolution 6 (Special): Empower board to make loans or investments; guarantees or security under section 186.

Voting Results

• Resolution 1: Passed; all votes in favour.
• Resolution 2: Passed; reappointment approved.
• Resolution 3: Passed; reappointment approved.
• Resolution 4: Passed; borrowing limits enhanced.
• Resolution 5: Passed; asset mortgage/lease approved.
• Resolution 6: Passed; 99.98% in favour; 300 against.

Dividend

• Dividend: No dividend proposed or approved.

Directors & Key Management

• Ms. Papita Nandi reappointed as director.
• Ms. Manisha Sudip Bhattacharya reappointed as Wholetime Director.

Auditors

• Auditors: No fresh appointment disclosed.

Other Approvals

• Borrowing limits enhanced; asset disposal approvals; board empowered for loans/investments and guarantees.

AGM Details

• Date/time: Sep 17, 2026, 11:30 AM–12:15 PM IST, Indore.
• Mode: physical meeting with remote e-voting facility.
• Remote e-voting: Sep 14–16, 2026 (9:00 AM–5:00 PM).
• Voting rights cut-off: Sep 10, 2026.
• Venue: 401, Starlit Tower, Indore.
• Quorum: 44 members present; no proxies.

Key Resolutions

• Ordinary: Adoption of Audited Financial Statements and related reports.
• Ordinary: Re-appointment of Papita Nandi as Non-Executive Director on rotation.
• Special: Re-appointment of Manisha Sudip Bhattacharya as Wholetime Director.
• Special: Enhancement of borrowing limits under section 180(1)(c).
• Special: Mortgage, sale, lease, or disposal of assets under section 180(1)(a).
• Special: Board to make loans/investments and to give guarantees or security under section 186.

Voting Status

• Results will be declared within 48 hours after the meeting per Scrutinizer report.
• Results to be posted on the company website and submitted to the stock exchange.

Director Changes

• Papita Nandi retires by rotation and seeks re-appointment.
• Manisha Sudip Bhattacharya re-appointed as Wholetime Director.

Audit & Compliance

• Internal Auditor appointed w.e.f 10/02/2026.
• Observations in Secretarial Audit discussed; corrective measures noted.

Secretarial Audit Observations

• 3 observations: internal auditor timing, promoter dematerialisation, and UPSI data delay.
• Board explanations: corrective measures taken and future compliance emphasized.

Book closure details

• Book closure period: 11 September 2026 to 17 September 2026 (both days inclusive).
• Purpose: Annual General Meeting.
• AGM date: 17 September 2026.
• Security type: not explicitly stated in filing.
• E-voting period: not provided.

Financial highlights

• Revenue from operations: 1073.19 Lakh in FY2025-26.
• Total income: 1073.20 Lakh; Other income: 0.01 Lakh.
• PAT: 2.08 Lakh; YoY improvement from prior year's loss.
• EBITDA before finance and depreciation: 12.92 Lakh.
• Profit before tax: 2.83 Lakh; Tax: 0.75 Lakh.
• Earnings per share: Basic/Diluted -0.68 Rs.
• Dividend declared: none for FY2025-26.
• Borrowings: 247.50 Lakh; Cash & equivalents: 4.93 Lakh.
• Net cash flow: Operating (209.21) Lakh; Financing 237.41 Lakh; Net change (1.82) Lakh.

Ownership & capital structure

• Open offer on 3-Mar-2026 changed promoter status; Suman Nandi became promoter.
• Promoter aggregate holding: 45.49% as at 31-Mar-2026.
• Authorized capital unchanged at Rs 10 crore; issued & paid-up capital: Rs 6.5537 crore.
• Promoters: Suman Nandi 24.25%; Sudip Amar Bhattacharya 21.24%.

Dividend & capital allocation

• Dividend for FY2025-26 not proposed.
• No reserves added; paid-up capital unchanged.

Governance & compliance

• Board comprises four directors; two Independent Directors; one Whole-time Director.
• Independent Directors: declarations of independence on record.
• Secretarial audit flagged internal auditor gap and UPSI delays; management actions noted.
• Statutory auditors: SCAN & Co.; Secretarial: ALAP & Co. LLP.
• Emphasis of matter: Rs 2.47 crore loan from directors; funded from owner funds.

Outlook & risks

• Revenue growth expected; profitability to improve with ongoing operations.
• Risks include market volatility, regulatory changes, and liquidity considerations.
• Related party exposure to Genius Bulls Investment Ltd: Rs 223.00.

Book Closure Details

• Book closure from Sep 11, 2026 to Sep 17, 2026 (inclusive).
• For the purpose of Annual General Meeting.
• AGM date: September 18, 2026.
• Security type: equity shares.

AGM Details

• Date and time: Sep 17, 2026 at 11:30 IST, physical AGM in Indore.
• Venue: 401-Starlit Tower, 29-Y.N. Road, Indore.
• Register closure: Sep 11 to Sep 17, 2026.
• Cut-off date for eligibility: Sep 10, 2026.
• Remote e-voting available to members on cut-off date.
• Notice and annual report available on company website.

Resolutions Proposed

• Ordinary: Adopt audited financial statements for FY 2025-26 along with Board and Auditor reports.
• Ordinary: Re-appoint Papita Nandi as Non-Executive Director on retirement by rotation.
• Special: Re-appoint Manisha Sudip Bhattacharya as Wholetime Director for five years from Aug 11, 2026.
• Special: Borrowing limits enhanced under section 180(1)(c) up to Rs 100 crore.
• Special: Mortgage/charge on assets to secure loans up to Rs 100 crore.
• Special: Board empowered to make loans, investments, guarantees or security up to Rs 100 crore.

Director Changes

• Ms. Papita Nandi to be reappointed as Non-Executive Director.
• Ms. Manisha Sudip Bhattacharya to be reappointed as Wholetime Director for five years.

Board actions and results

• Approved unaudited standalone Q1 FY2027 results for quarter ended 30 June 2026 with Limited Review Report.
• Borrowing limits approved up to Rs 100 crore, subject to shareholders' approval.
• Mortgage/charge on assets as security for borrowings up to Rs 100 crore, subject to shareholders' approval.
• Approved loans, guarantees, securities and investments up to Rs 100 crore under Section 186, subject to shareholders' approval.
• Draft Directors' Report for FY2025-26 approved along with annexures.
• Statutory auditors issued an unmodified opinion on the Q1 results.
• Standalone, single-segment operation.