Board Meeting Details

The meeting commenced at 1:30 PM and concluded at 4:15 PM on November 4, 2026.

Key Board Approvals

Financial Results:

  • Approved un-audited standalone financial results for quarter ended September 30, 2026 along with limited review report (Annexure-1)
  • Took on record internal auditors' report for quarter ended September 30, 2026

Corporate Changes:

  • Approved change of company name from Esha Media Research Limited to Emergent Media Research Labs Limited, subject to shareholder and regulatory approvals
  • Approved shift of Registered Office from T 14-16, A Wing, 2nd Floor, Satyam Shopping Centre, Ghatkopar (E), Mumbai - 400077 to 4th Floor, Vakrangee Corporate House, Plot No.93, Road No.16, M.I.D.C. Marol, Andheri (East), Mumbai - 400093 (within local limits)

Management Changes:

  • Appointed Ms Shreya Agrawal as Chief Executive Officer (CEO) based on Nomination and Remuneration Committee recommendation
  • Appointed Mr. Brijmohan Pooranmal Agarwal (DIN: 00529136) as Additional Independent Director based on Nomination and Remuneration Committee recommendation
  • Noted resignation of Ms. Rachna Oshan Ghatalia from position of Company Secretary & Compliance Officer effective November 4, 2026
  • Appointed Mrs. Gauri Pushkar Khire as Company Secretary and Compliance Officer effective November 4, 2026 based on Nomination and Remuneration Committee recommendation
  • Approved reconstitution of Committees

Capital Structure Change:

  • Approved conversion of 52,50,000 warrants into 52,50,000 fully paid-up equity shares of face value ₹10 each upon receipt of balance consideration
  • Warrant conversion details:
  • Wealthwave Capital Fund (Non-Promoter): 30,00,000 warrants converted to 30,00,000 equity shares; ₹3,37,50,000 received (75% of issue price)
  • Parijata Trading Pvt Ltd (Non-Promoter): 22,50,000 warrants converted to 22,50,000 equity shares; ₹2,53,12,500 received (75% of issue price)
  • Total consideration received: ₹5,90,62,500
  • No warrants pending for conversion
  • Post-conversion share capital increased from ₹8,80,69,300 (88,06,930 equity shares) to ₹14,05,69,300 (1,40,56,930 equity shares)
  • Newly allotted shares rank pari-passu with existing equity shares

Financial Results for Q2 FY27 (Quarter Ended September 30, 2026)

Performance Metrics (₹ in lakhs):

  • Revenue from Operations: 82.28
  • Other Income: 0.39
  • Total Income: 82.67
  • Total Expenses: 112.06
  • Professional and service charges: 20.73
  • Employee Benefits Expense: 67.03
  • Finance Cost: 7.15
  • Depreciation: 5.96
  • Other Expenses: 11.19
  • Loss before exceptional items and tax: (29.39)
  • Loss after tax for the period: (29.39)
  • Total comprehensive income for the period: (29.39)
  • Paid-up equity share capital: 880.69
  • Other Equity: Negative (not quantified)
  • Basic EPS: (₹0.35)
  • Diluted EPS: (₹0.35)

Half-Year Performance (₹ in lakhs):

  • Revenue from Operations: 130.67
  • Total Income: 131.12
  • Loss after tax: (94.57)
  • Basic EPS: (₹1.17)
  • Diluted EPS: (₹1.17)

Balance Sheet Position as at September 30, 2026 (₹ in lakhs)

Assets:

  • Total Assets: 451.85
  • Non-current Assets: 337.17
  • Property, Plant and Equipment: 17.81
  • Right of Use Assets: 22.54
  • Intangible Assets Under Development: 181.32
  • Investments: 70.32
  • Other Financial Assets: 2.26
  • Income Tax Assets: 42.50
  • Other Non Current Assets: 0.4
  • Current Assets: 114.68
  • Trade Receivables: 8.86
  • Cash and Cash Equivalents: 13.41
  • Other Financial Assets: 19.44
  • Other Current Assets: 72.95

Liabilities and Equity:

  • Total Equity: (206.97)
  • Equity Share Capital: 880.69
  • Other Equity: (1,087.66)
  • Non-current Liabilities: 30.34
  • Lease Liabilities: 16.43
  • Provisions: 13.91
  • Current Liabilities: 628.48
  • Lease liabilities: 8.52
  • Borrowings: 164.50
  • Trade payables to micro and small enterprises: 112.23
  • Trade payables to other creditors: 80.36
  • Other financial liabilities: 55.50
  • Other current liabilities: 46.72
  • Provisions: 160.63

Cash Flow Statement for Half Year Ended September 30, 2026 (₹ in lakhs)

  • Net cash used in operating activities: (192.15)
  • Net cash used in investing activities: (254.69)
  • Net cash from financing activities: 452.96
  • Net increase in cash and cash equivalents: 6.12
  • Cash and cash equivalents at beginning: 7.29
  • Cash and cash equivalents at end: 13.41

Critical Notes and Qualifications

Going Concern Uncertainty:

  • Net-worth fully eroded and current liabilities exceed current assets
  • Significant uncertainty on ability to continue as going concern
  • Company received commitment from promoters/management for infusing funds as needed
  • Financial results prepared on going concern basis

Regulatory Compliance Issues:

  • Outstanding interest-free unsecured loan liability of ₹98.50 lakhs as on September 30, 2026 from ex-director and members
  • Loans borrowed under erstwhile Companies Act, 1956
  • Company in process of regularizing non-compliances as per sections 73 and 74 of Companies Act, 2013
  • Financial impact of non-compliance to be recognized upon final resolution

Other Matters:

  • Company in process of regularizing procedural compliances for past period as per SEBI LODR Regulations
  • Regularizing compliance requirements for monies received from parties in past
  • Financial impact currently not quantifiable
  • Did not recognize deferred tax assets due to lack of reasonable certainty

Auditor's Qualification

  • Statutory auditors expressed qualified audit conclusion regarding ₹98.50 lakhs loan liability compliance issues
  • Previous period figures regrouped and rearranged for consistency

CFO Certification

  • CFO certified financial results do not contain false/misleading statements or omit material facts