Vision Cinemas Ltd

Dematerialisation processing and listing

• Dematerialisation requests received during quarter ended 30 Sep 2026 were processed (accepted/rejected) by the RTA and listed.
• The dematerialised securities have been listed on the stock exchanges where the earlier issues are listed.
• Physical certificates for dematerialisation were mutilated and cancelled; depository name substituted as registered owner within 15 days.

Vision Cinemas Ltd: Trading Window closed from October 01, 2026 till 48 hours after the announcement/ declaration of Unaudited Financial Results of the Company for the quarter ending 30th September, 2026.

Secretarial Auditor Appointment

• Appointment of CS S Suresh as Secretarial Auditor for five-year term from FY 2026-27 to FY 2030-31.

AGM Details

• Date and time: 16 Sep 2026, 03:00 PM, via VC/OAVM.
• Remote e-voting opened 13 Sep 2026 09:00 IST and closed 15 Sep 2026 17:00 IST.
• Record date: 09 Sep 2026.

Key Resolutions

• Resolution 1: Adopt audited financial statements and reports.
• Resolution 2: Re-appointment of directors by rotation and fix remuneration, if any.
• Resolution 3: Approve related party transactions.
• Resolution 4: Appoint CS S. Suresh as Company Secretary and Secretarial Auditor (FY 2026-27 to FY 2030-31).

Voting Results

• Resolution 1: Passed by majority.
• Resolution 2: Passed by majority.
• Resolution 3: Not passed.
• Resolution 4: Passed by majority.

Material Related Party Transactions

• RPT: Related party transactions did not receive approval.

Director/Auditor Changes

• No new director appointments; directors by rotation for re-appointment.
• No new auditors appointed; auditors' reports presented.

AGM Details

• AGM held on 16 Sept 2026 at 03:00 PM via VC/OAVM.
• Remote e-voting window: 13 Sept 2026 09:00 AM to 15 Sept 2026 05:00 PM.
• Chairperson: Anitha Vasanth (Executive Director & CFO) chaired the meeting.
• Quorum was reported to be present at the meeting.

Resolutions

• Adoption of Audited Financial Statements for the year ended 31 March 2026; outcome not disclosed.
• Re-appointment of retiring director Anita Vasanth by rotation; outcome not disclosed.
• Approval for Related Party Transactions; outcome not disclosed.
• Appointment of CS S. Suresh as Secretarial Auditor for FY 2026-27 to FY 2030-31; outcome not disclosed.

Directors and Auditors

• Re-appointment of Anita Vasanth by rotation.
• Appointment of CS S. Suresh as Secretarial Auditor for five years.

Book closure details for AGM

• Book closure period runs September 10 to September 16, 2026, both days inclusive.
• Purpose: to determine eligibility for attendance and voting at the 33rd AGM.
• Record date: September 9, 2026; determines eligibility for AGM attendance and voting.
• Date of AGM: September 16, 2026, at 3:00 PM IST via VC/OAVM.
• Security: equity shares.

Financial performance

• Revenue from operations: 89.12 lakh, down from 320.30 lakh last year.
• Net profit after tax: -6.75 lakh; prior year profit 0.51 lakh.
• Cash from operations: 178.45 lakh; liquidity remained adequate.

Operations & group structure

• Standalone results reflect cinema exhibition and ad production activities.
• One subsidiary Pyramid Entertainment India Pvt Ltd (99.8%); included in consolidated figures.
• Consolidated view aggregates the group’s performance; no other associates/joint ventures reported.

Capital structure & dividends

• Authorized share capital: ₹15 crore; paid-up capital: ₹7.892 crore.
• Issued and outstanding equity shares: 70,824,705; MCA records show a difference due to court-order reduction.
• Dividend declared: none for the year.

Related party transactions

• RPT approvals up to ₹20 crore per annum per party.
• Revenue share with Visual Communication Services ₹89.12 lakh; SI Media LLP ₹58.57 lakh.
• Intercompany loans to Pyramid Entertainment ₹675.10 lakh; director reimbursements observed.

Governance & board

• Board: Bindiganavale Rangavasanth (MD), Anitha Vasanth (Executive Director/CFO), Muthuswamy Hariharan, Babu Reddy Srinivas Reddy (Independent).
• New independent director: Babu Reddy Srinivas Reddy appointed 5 Sep 2025.
• Secretarial Auditor CS S. Suresh appointed for five years from FY2026-27.

Audits & internal controls

• Statutory auditor: Manoj Acharya & Associates; five-year term; internal controls assessed as adequate.
• Secretarial audit flagged capital-capital reconciliation issues and director registration/compliance gaps.
• RD Hyderabad order: penalty paid; no further action announced.

Regulatory & risk factors

• Industry risks: competition, OTT platforms, and content performance.
• Outlook: focus on cinema exhibition expansion and exploration of ad production opportunities.
• Management emphasizes liquidity monitoring and working capital optimization.

AGM Details

• AGM date/time/mode: 16 Sep 2026, 3:00 PM, VC/OAVM.
• E-voting cut-off: 9 Sep 2026.
• Remote e-voting period: 13 Sep 2026 9:00 AM to 15 Sep 2026 5:00 PM.
• Register & share transfer books closed: 10 Sep 2026 to 16 Sep 2026.
• 33rd AGM for FY 2025-26 announced.

Ordinary resolutions

• Adoption of Audited Financial Statements for FY 2025-26.
• Re-appointment of Anita Vasanth as Director liable to rotation.

Special resolutions

• Approve related party transactions not at arm's length up to Rs 20 crore per annum.
• Related parties include S I Media LLP, Vasanth Colour Laboratories Limited, Pyramid Entertainment (India) Private Limited.
• Visual Communication Services (Partnership Firm) and Kavita Communications.
• Maximum value per annum per party: Rs 20 crores.
• Interested directors to abstain from discussion.

Auditors & Secretarial

• Appointment of CS S. Suresh as Secretarial Auditor for five years (FY 2026-31).
• Remuneration to be fixed by Audit Committee and Board.
• Term: five consecutive financial years (2026-31).