Premier Polyfilm Limited Annual Report 2025-2026 & AGM Notice Summary

AGM Details

The Thirty-Fourth AGM is scheduled to be held on Thursday, 24th September 2026 at 12:15 P.M. through Video Conferencing (VC)/Other Audio-Visual Means (OAVM). The soft copies of the Annual Report are being dispatched electronically by NSDL to members whose email IDs are registered as of the cut-off date, Friday, 21st August 2026.

Ordinary Business Items

1. Adoption of Financial Statements: To receive, consider, and adopt the Audited Standalone Financial Statements for FY ended 31st March 2026, together with Reports of the Board of Directors and Auditors.

2. Declaration of Dividend: To declare a dividend of 15% (₹0.15 per equity share of ₹1/-) for FY 2025-2026, as recommended by the Board.

3. Re-appointment of Director: To appoint Shri Mayank Goenka (DIN: 08604786), who retires by rotation and offers himself for re-appointment.

4. Appointment of Statutory Auditors: To appoint M/s A D V And Co LLP, Chartered Accountants (Firm Regn. No. 003467N/N500463), as Statutory Auditors from the conclusion of the 34th AGM until the conclusion of the 35th AGM at a remuneration of ₹1,25,000/- plus GST.

Special Business Items

5. Re-appointment of Executive Director: Special resolution to re-appoint Shri Ram Babu Verma (DIN: 08760599) as Whole-time Director (Executive Director) for 12 months from 27th December 2026 to 26th December 2027. The remuneration includes a Basic Salary of ₹90,500/- per month (in a scale up to ₹1,10,000/-), House Rent Allowance @40% of basic, company car, and other perquisites as per company policy.

6. Rectification of Perquisites for Executive Director: Special resolution to ratify/approve the payment of revised perquisites and amenities to Shri Mayank Goenka, Executive Director, effective from 09th May 2026. This includes HRA @40% of basic, chauffeur-driven conveyance, medical reimbursement (subject to limits), Leave Travel Assistance, and other benefits.

7. Remuneration of Cost Auditors: Ordinary resolution to approve remuneration of ₹55,000/- plus GST and out-of-pocket expenses to M/s Cheena & Associates, Cost Accountants (Firm Regn. No. 000397), for conducting the audit of cost records for FY 2026-2027.

Financial Highlights (FY 2025-2026 vs. FY 2024-2025)

  • Revenue from Operations: ₹33,890 Lakh (Prev. ₹30,139 Lakh)
  • Total Revenue: ₹34,126 Lakh (Prev. ₹30,464 Lakh)
  • Profit After Tax (PAT): ₹3,188 Lakh (Prev. ₹2,600 Lakh)
  • Net Profit (after OCI): ₹3,090 Lakh (Prev. ₹2,501 Lakh)
  • Basic & Diluted EPS: ₹3.04 (Prev. ₹2.48)
  • Paid-up Capital: ₹1,059 Lakh (Unchanged)
  • Reserves & Surplus: ₹13,661 Lakh (Prev. ₹8,384 Lakh)

Dividend Information

  • The Board recommended a final dividend of 15% (₹0.15 per share) for FY 2025-26.
  • The Record Date for determining members entitled to dividend is Thursday, 17th September 2026.
  • The Register of Members & Share Transfer Books will remain closed from 18th September 2026 to 24th September 2026 (both days inclusive).
  • Dividend will be paid subject to TDS deduction. Shareholders must update PAN details with RTA/Depositories by 17th September 2026 to avoid higher TDS.

Director Changes

  • Appointments: Smt. Mainka Sharma was appointed as Non-Executive Independent Director w.e.f. 10-Nov-2025 (confirmed by postal ballot). Shri Mayank Goenka was appointed as Executive Director w.e.f. 23-Jul-2025.
  • Resignation: Shri Umesh Kumar Agarwalla resigned from the Directorship w.e.f. 12-Jan-2026.

Auditor Information

  • Statutory Auditor: M/s M A R S & Associates (previous auditor) merged with M/s A D V And Co LLP w.e.f. 11-Feb-2026. A casual vacancy arose, and M/s A D V And Co LLP was appointed as Statutory Auditors, approved by members via postal ballot on 30-Apr-2026. They are now proposed for appointment until the 35th AGM.
  • Secretarial Auditor: M/s Sumit Bajaj & Associates.
  • Internal Auditor: M/s D D Bansal Associates.
  • Cost Auditor: M/s Cheena & Associates.

Key Operational & Corporate Updates

  • Production: Volume grew to 29,311 metric tonnes (Prev. 28,383 MT) due to enhanced capacity utilization.
  • New Unit: The company secured an 18.13-acre industrial plot at SIPCOT Industrial Park, Tamil Nadu, and has commenced logistics/trading activities there. Commercial production of new PVC films is expected soon.
  • Credit Rating: ICRA Limited rating of [ICRA] A-(Stable)/[ICRA] A2+.
  • IEPF Transfer: Unpaid dividend for FY 2017-2018 (₹3,86,441) and corresponding shares (1,42,110 equity shares) were transferred to IEPF during the year. Unpaid dividend for FY 2018-2019 (₹3,79,242) and shares (89,400) will be transferred in FY 2026-2027.
  • Regulatory Penalty: NSE imposed a fine of ₹50,000 for a delay in uploading an Integrated Filing (XBRL) related to Related Party Transactions. The fine has been paid.

Significant Contingent Liability (Auditor's Emphasis of Matter)

A significant GST dispute exists regarding the classification of PVC Laminated Non-Woven Fabric. The Appellate Authority (Order-in-Appeal dated 26-Feb-2026) partially allowed the company's appeal:

  • Set aside the invocation of Section 74 (extended period/fraud).
  • Upheld classification under HSN 3921 (GST @18%).
  • Restricted the demand to FY 2020-21 to 17-June-2022, resulting in a revised confirmed demand of ₹98.58 Lakh (plus interest and penalty).
  • The company intends to file a further appeal with the GSTAT. A pre-deposit of ₹18.30 Lakh (10% of the original demand) was paid at the first appellate stage. The company treats this as a contingent liability; no provision has been made in the financial statements.

Impact of New Labour Codes

The four new Labour Codes effective from 21-Nov-2025 were assessed. An updated actuarial valuation incorporating the revised definition of 'wages' did not identify a material impact on employee benefit obligations, except for the inclusion of fixed-term employees for gratuity eligibility, with an estimated incremental payout of ₹6,26,785, which has been fully provided for.

Corporate Governance & Compliance

  • The Secretarial Audit Report and Auditor's Certificate on Corporate Governance do not contain any qualifications.
  • The company affirms compliance with the provisions of the Maternity Benefit Act, 1961.
  • No fraud was reported or detected during the year.
  • The company has not accepted any public deposits.

E-Voting & AGM Participation Details

  • Remote E-Voting Period: Commences Monday, 21st September 2026 (9:00 AM) to Wednesday, 23rd September 2026 (5:00 PM) via NSDL.
  • Cut-off date for voting rights and dividend eligibility: Thursday, 17th September 2026.
  • Members can join the virtual AGM 15 minutes before its commencement. Physical attendance is not permitted.

Registered Office & Key Personnel

  • Company Secretary & Compliance Officer: Smt. Heena Soni
  • Chief Financial Officer: Shri Paribesh Kumar Mishra
  • Managing Director & CEO: Shri Amitaabh Goenka
  • Bankers: Kotak Mahindra Bank Limited, Yes Bank Limited
  • RTA: Beetal Financial & Computer Services (P) Ltd.