Exhicon Events Media Solutions Ltd

Acquisition details

• UHPL, Exhicon's subsidiary, enters into aircraft sale and purchase agreement with Dhillon Aviation.
• One Bell 206 L4 helicopter: Manufacturer's SN 52315, Registration VT-ZIN.
• Helicopter seats pilot and up to six passengers for surveillance and charter work.
• Acquisition to add to UHPL fleet and support helicopter charter operations.
• Completion subject to agreement terms and DGCA regulatory formalities.
• Purchase price and financial terms not disclosed in the filing.

Dematerialisation processing and listing

• Securities received for dematerialisation during the quarter were confirmed to depositories.
• Securities dematerialised have been listed on the stock exchanges where the existing securities are listed.
• Physical certificates for dematerialisation were mutilated and cancelled after verification; depository name substituted as owner within prescribed timelines.

AGM details

• AGM held 24 Sep 2026 at 9:15 AM IST; hybrid voting; record date 18 Sep 2026.

Resolutions

• Ordinary: Adopt standalone and consolidated financial statements for year ended 31 March 2026.
• Ordinary: Re-appoint Padma Mishra as Whole Time Director, tenure to 31 March 2031.
• Ordinary: Re-appoint Bilimoria Mehta & Co. as Statutory Auditors for the FY ending 31 March 2031.

Voting results

• All three Ordinary resolutions passed with requisite majority.

Director changes

• Padma Mishra re-appointed as Whole Time Director.

Auditor appointments

• M/s Bilimoria Mehta & Co. re-appointed as Statutory Auditors for FY ending 31 March 2031.

Exhicon Events Media Solutions Limited – Trading window closed from Oct 01, 2026 until 48 hours after the declaration of Financial Results for the half year ended Sep 30, 2026

AGM disclosures and governance updates

• MD's AGM address highlights a 125,000 sqm venue pipeline across India.
• FY25-26 revenue rose 40.25% to ₹205.46 crore; operations revenue ₹202.70 crore.
• PAT rose 49.54% to ₹45.24 crore; EPS up 37.4%.
• Consolidated net worth rose 72.5% to ₹212.25 crore; total assets ₹264.26 crore.
• Portfolio includes Messe Global Convention Centre Pune (7.5 acres) and Messe Global Arena (2 acres).
• Mohali Convention Centre: 21-acre PPP with Punjab; 65:35 JV with IEML, completion targeted for late 2027.
• Ayodhya 5-acre parcel acquired for multipurpose convention venue.
• Preferential warrant issue of ₹23.95 crore to promoter; promoter holding projected at ~50.99% post-issue.
• Migration of listing from BSE SME to Main Board and NSE is subject to SEBI approval.
• Board appointed statutory auditor Billimoria Mehta & Co and internal auditors JHS & Associates LLP.

AGM details

• Date and time: 24 September 2026, 9:15–10:00 IST.
• Mode: Physical AGM at Pune registered office.
• Venue: S. No. 65/4, Gaikwad Wasti, Mundhawa, Pune.

Resolutions presented

• Resolution 1: Adoption of standalone and consolidated financial statements for FY2026.
• Resolution 2: Re-appointment of Ms. Padma Mishra as Whole Time Director.
• Resolution 3: Re-appointment of Bilimoria Mehta & Co. as Statutory Auditors for 5 years.

Voting status

• Voting results to be declared post-AGM and submitted to BSE.
• Results to be hosted on the company website and EV platforms.

Directors & management

• Re-appointment of Ms. Padma Mishra as Whole Time Director.
• Present: Chairman, WTD, independent director, company secretary.

Auditor appointments

• Statutory Auditor: Bilimoria Mehta & Co. re-appointed for 5 consecutive years (2026–2031).

Parties and purpose

• Parties: Exhicon Events Media Solutions Ltd; India Exposition Mart Ltd; Exhicon Mohali Convention Centre Private Ltd (EMCCPL).
• Purpose: JVA to govern ownership, governance and funding of EMCCPL.

Shareholding and governance

• Pre-transfer EMCCPL owned 100% by Exhicon; post-transfer Exhicon 65%, IEML 35%.
• EMCCPL board: 3 directors (2 Exhicon, 1 IEML).
• Director nomination persists while holder has at least 25% equity.
• Affirmative-vote matters require IEML prior written consent.
• Future capital contributions pro rata via rights issues.

Transfer mechanics and project

• Transfer completion targeted within two calendar days from execution, subject to dematerialisation.
• Project: Mohali Convention & Exhibition Centre; estimated cost Rs 75 crore.

Related party status and disclosures

• IEML not related to promoter group; EMCCPL is JV company.
• Proposed transfer not a related party transaction; arm's-length not applicable.
• No change to listed Company's management or control; transfer governed by JVA terms.

Impact and regulatory

• EMCCPL will cease to be a wholly owned subsidiary; ownership becomes 65/35.
• Regulatory approvals and dematerialisation formalities are required.

Termination/amendment

• Not applicable at present.

AGM and Annual Report access

• Letter dispatched to shareholders with unregistered emails, providing Annual Report 2025-26 link.
• AGM scheduled for Sep 24, 2026 at 9:00 AM at the Pune registered office.
• Annual Report 2025-26 accessible at exhiconevents.in/annual-report and Investor Relations path.
• Cut-off date for recipients: August 28, 2026.
• Reminder to update KYC per SEBI circular and dematerialise physical securities.

Financial performance

• Standalone Revenue from Operations: ₹8,530.18 lakh; up 22.44% YoY.
• Standalone Total Revenue: ₹8,698.24 lakh.
• Standalone PAT: ₹1,562.72 lakh; up 29.12% YoY.
• Consolidated Revenue from Operations: ₹20,270.05 lakh; up 41.24% YoY.
• Consolidated Total Revenue: ₹20,546.01 lakh.
• Consolidated PAT: ₹4,069.54 lakh; up 49.54% YoY.
• Standalone Basic EPS: ₹10.58; Diluted EPS: ₹9.52.
• Consolidated Diluted EPS: ₹25.30.
• Dividend declared for FY2025-26: none.

VAS & expansion

• Venue-as-a-Service platform expanded across Pune, Noida, Mohali, Ayodhya, Indore, Nashik.
• Messe Global Centre and Messe Global Arena now operational in Pune.
• IEML Phase I expansion delivered ~12,000 sqm of infra.
• Mohali BOT-PPP convention centre awarded; Phase I investment ~₹75 crore.
• Indore MMLP MoU; Nashik NIECC; long-term O&M revenues anticipated.
• Overall aim: scalable, asset-light, recurring revenue through VAS model.

UHPL & aviation mobility

• UHPL secured 5-year DGCA AOP for commercial non-scheduled ops (Feb 20, 2026).
• Won exclusive Kedarnath helicopter shuttle government contract.
• Fleet expansion: Airbus H130 added; long-term 5-year lease.
• Aviation investments complement large-event movement capabilities.

Operational scale & inventory

• Executed 38+ major exhibitions; 9,000+ exhibitors; 16,000 delegates; ~1.5M visitors.
• Total independent capacity: 1,200 modular stalls; 25,000 sqm large-span structures.
• In-house inventory includes large-span structures, octanorm systems, and event furnishings.

Governance & leadership

• Board of six; 50% Independent Directors; Anil Mehta joined Aug 29, 2025.
• Nisha Quaim Syed resigned Aug 29, 2025.
• Statutory auditors: Piyush Kothari resigned; Bilimoria Mehta & Co re-appointed for 5 years.
• ESOP 2025: 5,00,000 options approved; vesting 1–4 years.
• Six board committees: Audit; NRC; Stakeholders; Preferential Allotment; CRIC; Management.

Subsidiaries & investments

• Subsidiaries: United Helicharters Pvt Ltd; Exhicon Global Development Pvt Ltd; Maple Heights Biz Centre LLC; Green Branch Landscaping LLC.
• Overseas subsidiaries: 2.
• Carrying amounts: UHPL ₹171.18 lakh; Maple Heights ₹175.00 lakh; Exhicon Global Dev ₹15.00 lakh; Green Branch ₹83.48 lakh.

CSR & ESG

• CSR spent ₹21.40 lakh on education; average net profit ₹15.22 crore.
• CSR obligation ₹30.44 lakh; policy available on company website.
• CSR committee not required; board discharged CSR responsibilities.

Risks & outlook

• Global event market projected to reach USD 60.16B in 2026 and USD 77.62B by 2031.
• IMF/ Mordor outlook: India remains fastest-growing major economy; domestic demand drivers strong.
• Key risks: intense competition; economic cycles; project execution risk; cost volatility.
• Technology/digital integration and hybrid formats expanding reach; sustainability mandates rising.

Shareholder information & AGM

• 16th AGM: 24 September 2026, Pune.
• Remote e-voting: 21–23 September 2026.
• Scrip code 543895 on BSE SME; market cap ₹582.61 crore as of 31 Mar 2026.
• Promoter/Promoter Group hold 49.32% as of 31 Mar 2026.
• Share capital increased to ₹14.7665 crore; 1,476.65 lakh equity shares issued.