Thinkink Picturez Ltd

AGM Details

• Date, time and mode: 29 Sep 2026 at 11:00 A.M., via VC/OAVM.
• Duration: 11:00–11:15 A.M.
• Remote e-voting window: 25–28 Sep 2026.
• Attendance: 45 Members via VC/OAVM.

Resolutions

• Ordinary: Adopt the financial statements for the year ended 31 March 2026.
• Ordinary: Re-appoint Vijay Ghanshyambhai Pujara as Director.
• Special: Appoint Bhushan Kapoor as Independent Director.
• Special: Confirm Ekta Priyang Kukadia as Independent Director.
• Special: Appoint Shubhangi Rajkumar Agarwal as Secretarial Auditor.
• Special: Approve raising funds through FCCBs.
• Special: Increase borrowing limits under Section 180(1)(c) of the Companies Act.
• Special: Approve loans, guarantees, securities and/or investments.
• Special: Constitution of FCCB Committee.

Voting Status

• Voting results to be submitted separately to the Stock Exchange; not disclosed herein.

Governance & Appointments

• Director changes: Pujara re-appointed; Bhushan Kapoor and Ekta Kukadia Independent Directors.
• Secretarial Auditor appointed: Shubhangi Rajkumar Agarwal.
• FCCB Committee: Constitution of committee proposed.

Thinkink Picturez Limited – Trading Window closed from 1st October, 2026; shall be re-opened after 48 hours from the declaration of Unaudited Financial Results of the Company for the Quarter Ended 30th September, 2026.

Financial snapshot

• Revenue from operations declined 72% YoY to 247.75 Lakhs.
• Total income stood at 377.75 Lakhs; PAT 135.81 L; EPS 0.03.
• Net worth 15251.21 Lakhs; total assets 16264.41 Lakhs; cash 31.63 Lakhs.
• Borrowings at 7.73 Lakhs; debt-light balance sheet.

Profitability overview

• Net profit margin about 54.8%; ROE around 0.89%.
• Interest coverage ~107.5x; current ratio 9.44x; debt-equity 0.00x.

Revenue concentration and sector trends

• One customer accounts for more than 40% of FY26 revenue.
• Industry shifting toward digital, OTT, and regional content.

Governance and management changes

• CFO resigned 1 May 2026; Parsaniya Himen Pravinbhai appointed 2 May 2026.
• CEO Chetan Chauhan ceased 27 July 2026; Abhay Thakur resigned 20 July 2026.
• Registered office moved to Oshiwara, Mumbai; independent directors Bhushan Kapoor and Ekta Kukadiya appointed.

Funding and capital strategy

• FCCBs up to USD 700 million authorized; issued in one or more tranches.
• Board authorized to structure pricing, convertibility, and listings with regulators.
• Borrowing limit raised to Rs 10,000 Crore within statutory approvals.

Audit and controls

• Statutory auditors issued a disclaimer due to insufficient audit evidence.
• Material weaknesses identified; management to strengthen documentation and internal controls.

Shareholding and market status

• Authorized capital Rs 1500 Crore; issued capital Rs 4740.48 Lakhs as at 31.03.2026.
• 100% of shares dematerialised; ISIN INE365S01045.

Management discussion and outlook

• Management remains cautiously optimistic; digital/OTT growth to drive future profitability.
• Focus on content monetisation, strategic collaborations, and strengthened financial controls.

Remuneration corrections

• Corrigendum corrects remuneration disclosures for Director Abhay Kumar Thakur.
• Percentage Increase in Remuneration corrected to 0.00%.
• Ratio of Remuneration to Median Employee Remuneration corrected to 0.00.
• Corrigendum forms an integral part of the FY 2025-26 Annual Report.
• Corrections do not affect audited financial statements or any other financial information.

Key Decisions

• Board approved Corrigendum to FY2025-26 Annual Report and Revised Annual Report.
• Corrections relate to remuneration disclosures for Director Abhay Kumar Thakur.
• Remuneration increase percentage corrected to 0.00%.
• Ratio of remuneration to median remuneration corrected to 0.00%.
• Corrections do not impact audited financial statements, results, position, cash flows, or share capital.
• Corrigendum and Revised Annual Report to be issued/incorporated accordingly.
• Board meeting held on 25 September 2026.

Record date and AGM details

• Record date for 18th AGM fixed at 22 September 2026.
• Purpose: AGM and e-voting for FY 2025-26.
• Equity shares of Rs 1 each.

AGM & Notice

• Notice issued for the 18th AGM on 29 September 2026 via VC/OAVM.
• Remote e-voting window 25–28 September 2026; cut-off date 22 September 2026.

Board & Governance Changes

• Bhushan Kapoor appointed Independent Director for five-year term, effective at AGM.
• Ekta Priyang Kukadiya appointed Independent Director for five-year term, effective at AGM.
• CFO change: Jha resigned; Parsaniya Himen Pravinbhai appointed CFO.
• Director Abhay Kumar Thakur resigned from the Board on 20 July 2026.
• Secretarial Auditor: Shubhangi Rajkumar Agarwal appointed for five years.

Funding & Capital

• FCCBs up to USD 700 million; framework allows private placements and listing.
• Borrowing limit increased to Rs 10,000 crore under Section 180(1)(c).

Financial Highlights

• FY2025-26: PAT ₹135.81 L; Total income ₹377.75 L.

FCCB issuance

• Instrument: Foreign Currency Convertible Bonds (FCCBs) via private international placement.
• Aggregate amount: up to USD 700 million.
• Conversion: optional conversion into equity; terms to be determined.
• Pricing: mutually decided; coupon not fixed disclosed.
• Tenure: maturity to be decided; not disclosed.
• Offer mode: private placement to selected investors; listing TBD.
• Approvals: subject to shareholders and regulatory approvals.
• Board role: FCCB Committee to finalize terms.

Borrowing limit increase

• Borrowing limit increased to ₹10,000 crore; subject to shareholder approval.
• Authority under Section 180(1)(c) of Companies Act 2013.

Loans/guarantees/investments

• Proposal to give loans, guarantees, security, and investments up to ₹1,000 crore.
• Subject to approval by way of a Special Resolution at the ensuing General Meeting.

Governance & AGM

• 18th AGM scheduled for 29 Sep 2026 via VC/OAVM.
• Notice of AGM and Directors' Report approved; record date/book closure fixed.
• Secretarial Auditor appointment proposed; Scrutinizer appointed for e-voting.
• Remote e-voting to be conducted along with AGM.

Meeting Details

• Date: 01 September 2026; Time: not disclosed; Location: Registered Office, Thinkink Picturez Ltd.

Key Agenda Items

• Discuss fund-raising options (equity, debt, or hybrid) to meet growth capital requirements.
• Consider and approve the draft notice of the Annual General Meeting.

Other Notes

• No additional material notes disclosed.