Genus Prime Infra Ltd

Dematerialisation status

• Securities in the physical certificates for dematerialisation have been listed on the stock exchanges.
• The certificates were mutilated and cancelled after verification, with the depository's name substituted as registered owner.

Genus Prime Infra Ltd: Trading Window closed from October 01, 2026 till 48 hours after the financial results for the quarter and half-year ending September 30, 2026 become generally available information.

AGM details

• Date: 24 September 2026; mode: Video Conferencing / OAVM.
• Total shareholders on record date: 171,257.
• Public attendees via video conferencing: 63.

Resolutions presented

• Resolution 1 (Ordinary): Adopt standalone and consolidated financial statements for year ended March 31, 2026.
• Resolution 2 (Ordinary): Re-appointment of Mr. Amit Arwal as Director by rotation.
• Resolution 3 (Ordinary): Re-appointment of Mr. Amit Agarwal as Whole-Time Director and CEO.
• Resolution 4 (Special): Power to create pledge, mortgage, or charge under Section 180(1)(a).
• Resolution 5 (Special): Power to borrow beyond limits under Section 180(1)(c).
• Resolution 6 (Special): Approval of loans, guarantees, securities, and investments under Section 186(2).

Voting results

• Resolution 1: Passed; all votes polled in favour.
• Resolution 2: Passed; 98.68% in favour.
• Resolution 3: Passed; 94.00% in favour.
• Resolution 4: Passed; 99.99% in favour.
• Resolution 5: Passed; 99.96% in favour.
• Resolution 6: Passed; 93.81% in favour.

Directors appointed/re-appointed

• Re-appointment of Mr. Amit Arwal as Director by rotation.
• Re-appointment of Mr. Amit Agarwal as Whole-Time Director and CEO.

Other material approvals

• Pledge/mortgage/charge approval under Section 180(1)(a).
• Borrowing beyond limits approval under Section 180(1)(c).
• Loans/guarantees/securities/investments approval under Section 186(2).

AGM details

• AGM held Sept 24, 2026 at 11:00 IST via VC/OAVM; deemed venue fixed at registered office.
• Voting cut-off date was Sept 17, 2026.

Resolutions (Ordinary Business)

• Adopt audited standalone and consolidated financial statements for year ended 31 March 2026; outcome: Passed.
• Re-appoint Whole-Time Director and CEO; outcome: Passed.
• Power to borrow funds in excess of limits under section 180(1)(C); outcome: Passed.
• Power to create pledge, mortgage, hypothecate and/or charge; outcome: Passed.

AGM Details

• AGM held on 24 Sep 2026 at 11:00 IST via VC/OAVM.
• Remote e-voting from 21 Sep 2026 09:00 to 23 Sep 2026 17:00.
• Chair presided by Amit Agarwal, Whole-Time Director & CEO.
• Meeting concluded at 11:28 IST; quorum confirmed via video conference.
• Results to be declared within two working days; scrutineer appointed.

Key Resolutions

• Ordinary: Adoption of standalone and consolidated financial statements for FY2026.
• Ordinary: Appointment of Amit Agarwal as director by rotation and re-appointment.
• Special: Re-appointment of Amit Agarwal as Whole-Time Director and CEO.
• Special: Power to create pledge, mortgage, hypothecate and/or charge under 180(1)(a).
• Special: Power to borrow funds beyond the limits under 180(1)(c).
• Special: Approval of loans, guarantees, securities, and investments under 186(2).

Voting Results

• All resolutions passed with requisite majority.
• No significant dissent reported.

Director Changes

• Amit Agarwal re-appointed as director by rotation.
• Amit Agarwal re-appointed as Whole-Time Director and CEO.

Trading approval under Scheme of Arrangement

• Trading approval granted by BSE for 6,30,50,770 equity shares of Rs 2 each.
• Effective trading date is September 11, 2026.
• Scheme consolidates several amalgamating entities into the resulting company, affecting their shareholders and creditors.
• Total shares allotted under the scheme: 6,30,50,770.
• Trading approval is evidenced by BSE letter dated September 10, 2026.

Financial snapshot

• Standalone revenue from operations: 416.77 L; total income: 709.79 L.
• Consolidated revenue from operations: 424.27 L; total income: 792.41 L.
• Standalone PBT 579.47 L; Consolidated PBT 536.42 L.
• Standalone PAT 579.47 L; Consolidated PAT 458.69 L.
• EPS (basic/diluted): Standalone 0.80; Consolidated 3.59 Rs.
• Dividend: No dividend declared for the year.

Capital structure

• Equity shares: 14,926,440; equity capital Rs 298.53 L; share capital pending allotment Rs 3,549.02 L.
• Standalone total equity: 24,467.73; Standalone total assets: 28,280.50.
• Net debt (Standalone): 3,411.60; gearing 12.24%.
• Consolidated equity: 21,058.47; Consolidated assets: 30,000.42; gearing 15.96%.
• Share capital pending allotment: 3,549.02; ESOP-related issues: 121,949 equity shares to be issued.

Corporate actions & AGM

• 26th AGM on 24 Sep 2026 via VC/OAVM.
• Re-appointment of Amit Agarwal as WTD/CEO for 5 years.
• Special resolution: create pledge/mortgage up to Rs 100 Cr.
• Special resolution: borrow up to Rs 100 Cr; invest up to Rs 250 Cr.

Group structure & notes

• Subsidiaries: Ganpati Global Pvt Ltd; Maple Natural Resources Pte Ltd; Gulf Guar Gum SFZ.
• Sansar Infrastructure, Star Vanijya, Sunima Trading ceased; new subsidiaries: Ganpati Global, Maple Natural.
• Associates: MKJ Manufacturing; Greentech Mega Food Park; JC Textiles.

Governance & audit

• Statutory auditor: M/s Jethani & Associates; audit opinions include merger-related notes.
• Secretarial auditor: Komal & Associates; no qualifications; compliance certificate attached.
• Corporate Governance: certificate by Komal; CEO/CFO certification included.

Risks & outlook

• Macro risks: credit, liquidity, regulatory, commodity inflation; FX exposure.
• Focus on diversified, multi-city expansion; governance and internal controls embedded.
• Outlook: disciplined capital allocation, cost control, and growth in line with infra demand.

AGM Scheduling

• AGM date fixed: September 24, 2026, at 11:00 IST via VC/OAVM.
• Notice convening AGM and Annual Report for FY 2025-26 will be sent in due course.