Starcom Information Technology Ltd

AGM Details

• AGM held on 30 September 2026 at 12:30 PM via VC/OAVM
• Venue deemed at registered office, Bengaluru
• CFO welcomed attendees; Chairman presided and declared meeting open

Key Resolutions

• Ordinary: Adopt audited standalone financial statements and reports.
• Special: Re-appoint MD & Chairman for five years.

Voting Status

• Voting results pending Scrutinizer’s report; results to be announced.

Director & Management Changes

• Re-appoint Mr. Ziaulla Sheriff as Managing Director and Chairman for five years.
• Continuation beyond age 70 approved under Companies Act, Section 196(3).

Book closure details

• Book closure: 23 September 2026 to 30 September 2026 (inclusive).
• Purpose: for the 31st Annual General Meeting.
• Type of security: Equity Shares.
• AGM date: 30 September 2026.

AGM Details

• Date and time: 30 September 2026, 12:30 PM.
• Mode: VC/OAVM; venue: registered office.
• Record date: 23 September 2026.
• Remote e-voting period: 27–29 September 2026.
• Cut-off date for voting: 23 September 2026.

Ordinary Business

• Adopt Audited Standalone Financial Statements for year ended 31 March 2026.

Special Business

• Re-appointment of Ziaulla Sheriff as Managing Director and Chairman for five years.
• Term to commence 12 August 2026 and end 11 August 2031.
• Not liable to retire by rotation.
• Continuation beyond age 70 up to 86 years approved via Special Resolution.

Remuneration & Governance

• Remuneration and terms to be as per appointment letter; board may vary.
• Last drawn remuneration: Nil.
• Remuneration subject to Schedule V of the Companies Act.
• Board authorized to file DIR-12 and related filings.

Explanatory Justification

• Justification: Sheriff has 57 years of industry experience and leadership.
• Nomination and Remuneration Committee recommended continuation.
• Subject to approvals and health; continued stewardship benefits.

Financial performance

• Total income stood at INR 211.59 lakh for FY2025-26.
• Profit after tax: INR -619.64 lakh.
• Total comprehensive loss for the year: INR -625.97 lakh.
• Earnings per share: INR -12.39 (basic/diluted).
• Total expenses amounted to INR 831.23 lakh.

Operations by segment

• Total segment revenue: INR 179.85 lakh.
• Educational segment revenue: INR 176.02 lakh; Data Quality: INR 3.83 lakh.
• Educational segment loss: INR 31.77 lakh; Data Quality profit: INR 2.27 lakh.
• Finance charges: INR 70.45 lakh; unallocable expenditure: INR 519.69 lakh.
• Profit before tax: INR -619.64 lakh.

Capital structure & liquidity

• Equity capital: 50,00,600 shares; paid-up INR 5,00,06,000.
• Net worth as at 31 Mar 2026: negative INR 3,004.43 lakh.
• Total debt: INR 1,828.33 lakh (current + non-current).
• Cash & cash equivalents: INR 6.95 lakh; bank balances: INR 4.80 lakh.
• Dividend for the year: not declared.

Governance & board matters

• MD/Chairman Ziaulla Sheriff proposed for reappointment for five years.
• Chairman aged 86 years at proposed reappointment.
• Independent director Kalyan Kumar Vattipalli appointed 13 Feb 2026.
• CFO changes: Mukhtar Ahmad left; Mark Noronha appointed CFO in May 2026.
• Company Secretary Joydeep Sarkar resigned June 2026.

Audit, risk & going concern

• Statutory auditors CAS & Co issued a qualified opinion due to overdue statutory dues.
• Internal financial controls have a material weakness; documentation and IT controls require strengthening.
• Secretarial audit flagged multiple compliance gaps; management states corrective measures underway.
• Note on going concern: management pursuing prospective investors to meet working capital needs.

Management outlook & strategy

• Focus on Master Data Management, Data Quality, BI, and CAE with cloud-native AI solutions.
• Strategy centers on IP leadership, expanding customer base, and SaaS/subscription growth.
• Industry tailwinds include AI, ML, IoT adoption and rising CAE/FEA demand.
• Key risks include liquidity, funding, and execution capacity.

Related party disclosures

• Director Ziaulla Sheriff loans: INR 1,126.50 lakh; rent payable INR 258.36 lakh.
• Joydeep Sarkar salary payable: INR 0.18 lakh.
• Related party balance: promoter family rent payable INR 402.45 lakh.
• Salary to Joydeep Sarkar in 2025-26: INR 1.69 lakh.
• Promoters’ other transactions and balances disclosed in notes.

MD & Chairman Reappointment

• Re-appointment of Ziaulla Sheriff as Managing Director and Chairman for five years, subject to AGM approval.
• Term: five-year renewal, subject to member approval.
• Brief profile: seasoned leader in business management, entrepreneurship, and strategic planning.
• Disclosure: He is father of Ms. Sayeeda Hina, Non-Executive Director.
• Date of first appointment on the Board: 12 August 2011.
• Last drawn remuneration: Nil; proposed remuneration as per appointment letter.

Independent Director Tenure Completion

• Cessation of Maddur Gundurao Mohan Kumar as Independent Director upon completion of tenure.
• Date of cessation: 07.09.2026.
• Reason: Completion of maximum permissible tenure under Companies Act and LODR.

Key Decisions

• 31st AGM scheduled for September 30, 2026 via VC/OAVM.
• Record date fixed as September 23, 2026.
• Register of Members and transfer books will be closed Sept 23–30, 2026.
• AGM Notice, Directors' Report, Annual Report and annexures approved.
• Re-appoint Ziaulla Sheriff as MD & Chairman for five years.
• Term from Aug 12, 2026 to Aug 11, 2031; subject to member approval.
• Completion of Independent Director Maddur Gundurao Mohan Kumar's tenure.
• AGM to be held at the registered Bengaluru office.
• Remote e-voting window from Sep 27 to Sep 29, 2026.

Financials

• Net sales / income from operations: Rs 22.11 lakhs for quarter ended 30.06.2026.
• Total income: Rs 24.35 lakhs for quarter ended 30.06.2026.
• PBT: Rs -188.41 lakhs for quarter ended 30.06.2026.
• PAT: Rs -188.41 lakhs for quarter ended 30.06.2026.
• EPS (Basic & Diluted): Rs -3.77 for quarter ended 30.06.2026.

Going concern & notes

• Auditors flag material going concern uncertainty due to cash losses and eroded net worth.
• Current liabilities exceed current assets as on balance sheet date.

Intangible assets

• Intangible assets under development: Rs 2,431.02 lakhs; impairment prospects uncertain per notes.

Overdue statutory dues

• Overdue statutory dues as of 30 Jun 2026 noted; includes GST/Sales Tax and TDS liabilities.

Q1 2026 results and auditor remarks

• Board approved unaudited standalone results for quarter ended 30 June 2026 with Limited Review.
• Net sales: Rs 22.11 Lacs.
• Other income: Rs 2.24 Lacs; total income: Rs 24.35 Lacs.
• Total expenses: Rs 212.76 Lacs.
• Profit after tax: Rs -188.41 Lacs; EPS: Rs -3.77.
• Auditor notes modified observations on overdue statutory dues.
• Intangible assets under development Rs 2431.02 Lacs; auditor unable to comment.
• Going concern: material uncertainty; management pursuing prospective investors.
• Rent not recognised 2019-04-01 to 2024-07-31; Rs 607.15 Lacs; discussions ongoing.
• Board meeting date: 14 August 2026; results prepared per Ind AS.

Meeting Details

• Board meeting scheduled for 14 August 2026.
• Venue: Corporate office, Brigade Champak, Infantry Rd, Shivaji Nagar, Bengaluru.

Key Agenda Items

• Discuss and approve unaudited Q1 FY2026 results ending 30 June 2026 with balance sheet.

Other Notes

• Trading window closed from 12 Aug 2026 until 48 hours after results declaration.