Directors Report
Dear Shareholders,
Your directors have the pleasure in presenting the 46th Annual Report along with the Audited Financial Statements, Auditors Report on the business and operations of your company for the financial year ended March 31st, 2026.
Financial Results
The financial performance of the Company for the financial year ended March 31, 2026 is summarized below:
| (Rs. In Lakhs) | ||
Particulars |
2025-26 | 2024-25 |
Revenue from operations |
295.08 | 689.87 |
Other Income |
- | 0.39 |
Total Revenue |
295.08 | 690.25 |
Total Expenditure |
308.25 | 688.94 |
Profit/ (Loss) before exceptional and extraordinary items and taxes |
(13.16) | 1.31 |
Exceptional Items |
(374.24) | - |
Tax Expense Current Tax |
0.78 | |
Deferred Tax |
0.82 | |
Profit/ (Loss) after Tax |
(388.18) | 0.50 |
Earnings per equity shares in Rs. |
(3.85) | 0.0005 |
Review of Performance and state of the companys affairs
During the year under review, an acquisition was undertaken by the Company, which impacted its operations and financial performance. The revenue from operations was Rs. 295.08 (in Lakhs) as against Rs. 689.87 (in Lakhs) in the previous year, and other income in the current year is Nil as against the Rs.
0.39 (in lakhs) in previous year, while total revenue stood at Rs. 295.08 (in Lakhs) as against Rs. 690.25 (in Lakhs). The Company incurred a loss after tax of Rs. 388.18 (In lakhs) during the year under review as against a profit after tax of Rs. 0.50 (In Lakhs) in the previous year.
Completion of Acquisition and change in Promoters
During the year under review, the Company witnessed a change in its ownership and control pursuant to a Share Purchase Agreement dated 5 September 2025 ("SPA") executed amongst the members of the erstwhile promoter and promoter group, M/s. BSL Infrastructure Limited ("Acquirer") and the Company.
In terms of the SPA, the Acquirer agreed to acquire 48,38,733 equity shares of the Company of face value Rs.10/- each, constituting 48.03% of the paid-up equity share capital and the voting rights of the Company, at a consideration of Rs.6.20 per equity share, together with control over the Company.
The acquisition of the aforesaid shares was completed on 29 July 2026 in accordance with the applicable provisions of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and the terms of the SPA. The Board of Directors, at its meeting held on 29 July 2026, took note of and recorded the transfer of the said equity shares in favour of the Acquirer.
Consequently, M/s. BSL Infrastructure Limited has acquired control over the Company and stands classified as the Promoter of the Company, and the erstwhile promoters have ceased to be the promoters of the Company with effect from 29th July 2026. The necessary intimations and disclosures in this regard have been made to the Stock Exchange(s) under Regulation 30 and Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and under Regulations 29 and 31 of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, within the prescribed timelines.
Pursuant to the change in control, the Board of Directors of the Company was reconstituted, the details of which are set out elsewhere in this Report.
The Board believes that the change in ownership and control provides the Company with a stronger platform for its future growth and business prospects, and the Company remains committed to pursuing its business objectives with a focus on sustainable growth and long-term value creation for all its stakeholders.
Reconstitution of the Board of Directors
Pursuant to and consequent upon the completion of the acquisition and the change in control, the Board of Directors of the Company was reconstituted with effect from 29th July 2026.
The following Directors tendered their resignations from the Board of the Company, which were taken on record by the Board at its meeting held on 29th July, 2026:
S. No. Name of the Director |
Designation |
DIN |
1. Mr. Ravi Surana Pukhraj |
Managing Director & CEO |
01777676 |
2. Ms. Venkata Surya Sri Lakshmi Malapaka |
Non-Executive Director |
07169994 |
3. Mr. Sripal Dadigala |
Non-Executive Independent Director |
10201747 |
4. Mr. Patlolla Laxmi Kanth Reddy |
Non-Executive Independent Director |
08700773 |
The Board places on record its sincere appreciation for the valuable guidance, contribution and services rendered by the outgoing Directors during their respective tenures with the Company.
The Board, on the recommendation of the Nomination and Remuneration Committee, appointed the following persons as Additional Directors of the Company with effect from 29th July,2026, to hold office up to the date of the ensuing Annual General Meeting:
S. No. Name of the Director |
Designation |
DIN |
1. Mr. Neerav Hans |
Additional Director (Non-Executive Director, Chairman) |
00025034 |
2. Mr. Hari om Parkash |
Additional Director (Whole Time Director and Chief Executive Officer) |
03585967 |
3. Mr. Kawal Singh |
Additional Director (Non-Executive Independent Director) |
09223449 |
4. Ms. Kritika Gupta |
Additional Director (Non-Executive Independent Director) |
10192745 |
The Company has received the requisite consents in Form DIR-2 and declarations under Section 164(2) of the Companies Act, 2013 from each of the aforesaid Directors, along with declarations of independence under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 from the Independent Directors so appointed. Each of the Independent Directors has confirmed registration with the Independent Directors databank maintained by the Indian Institute of Corporate Affairs in terms of Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014. The Company has also received confirmations that none of the Directors is debarred or disqualified from being appointed or continuing as a Director by the Securities and Exchange Board of India, the Ministry of Corporate Affairs or any other statutory authority.
Necessary resolutions seeking approval of the Members for the regularisation and appointment of the aforesaid Directors form part of the Notice convening the ensuing Annual General Meeting, and the brief profiles and other particulars as required under Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard-2 are annexed to the said Notice. The Committees of the Board were also re-constituted consequent to the aforesaid changes, the details of which are set out in the Report on Corporate Governance forming part of this Annual Report.
Change in Key Managerial Personnel
Consequent to the change in control, Mr. Ravi Surana Pukhraj, Chief Executive Officer, and Mr. Dipin Surana, Chief Financial Officer, resigned from their respective offices with effect from 29 July 2026.
The Board appointed Mr. Hari Om Parkash as Chief Executive Officer and Mr. Niraj Agarwal as Chief Financial Officer of the Company, with effect from 29 July 2026.
All the aforesaid changes were intimated to the Stock Exchange(s) under Regulation 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the requisite e-forms were filed with the Registrar of Companies within the prescribed timelines.
Outlook
The Board believes that the change in ownership and control provides the Company with a stronger platform for its future growth and business prospects, and the Company remains committed to pursuing its business objectives with a focus on sustainable growth and long-term value creation for all its stakeholders.
Dividend
In view of the planned business growth, your directors deem it proper to preserve the resources of the Company for its activities and therefore, do not propose any dividend for the Financial Year ended 31st March, 2026.
Reserves
During the Year under review, the company has not transferred any amount to reserves.
Share Capital
During the year under review, there has been no change in the Share Capital of the Company.
The Authorized Share Capital of the company is Rs. 12,00,00,000/- (Rupees Twelve Crores only) divided into 1,20,00,000 Equity Shares of Rs. 10./- (Rupees Ten only) each.
The Issued, Subscribed and Paid-up Capital of the Company as on 31st March, 2026 is Rs. 10,07,50,000 (Ten Crore Seven Lakhs Fifty thousand) divided into 10,075,000 Equity Shares of Rs. 10./- (Rupees Ten only) each. During the period under review there is no change in authorized and paid-up share capital of the Company.
The Company has not issued any shares with differential rights and hence no information as per provisions of Section 43(a) (ii) of the Companies Act, 2013 read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.
Listing
The Securities Exchange Board of India (SEBI), on September 02nd 2015, has issued SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 with an aim to consolidate and streamline the provisions of listing agreement for different segments of capital market to ensure better enforceability. The said regulations were effective from December 1st, 2015. Accordingly, all listed entities were required to enter into the Listing Agreement within 6 months from the effective date. The Company entered into listing agreement with the BSE Limited.
The Company confirms that it has paid the Annual Listing Fees for the financial year 2025-26 to BSE, where the Companys Shares are listed.
Directors & Key Managerial Personnel:
The Board of Directors of your company is duly constituted. The Board comprises Four Directors, consisting of One Executive Director andThree Non-Executive Directors, of whom, two are Independent Directors.
The Board is efficient and the directors have requisite knowledge and exposure to provide requisite insights and direction to the Management of the Company.
The Directions given to the management are actually implemented and executed through the Whole Time Director.
With this structure, the management has ensured that the board is independent of the management in decision making and provides the requisite insights of the various external factors which the internal employees do not have access to.
Your directors believe that the Board must consciously create a culture of leadership to provide a long-term vision and policy approach to improve the quality of governance. The Boards actions and decisions are aligned with the Companys best interests.
The company has maintained an optimum combination of Executive and Non-Executive Directors.
The composition of the Board, Category, DIN of Directors are as follows:
S. No. Name of the Director |
Designation |
DIN |
1. Mr. Ravi Surana Pukhraj |
Managing Director & CEO |
01777676 |
2. Ms. Venkata Surya Sri Lakshmi Malapaka |
Non-Executive Director |
07169994 |
3. Mr. Sripal Dadigala |
Non-Executive Independent Director |
10201747 |
4. Mr. Patlolla Laxmi Kanth Reddy |
Non-Executive Independent Director |
08700773 |
Changes in the Board Composition after the closure of the financial Year:
Consequent to the change in control of the Company, certain changes were made in the composition of the Board.
S. No Name of the Director |
Designation |
DIN |
1. Mr. Neerav Hans |
Additional Director (Non-Executive Director, Chairman) |
00025034 |
2. Mr. Hari Om Parkash |
Additional Director (Whole-time Director and Chief Executive Officer) |
03585967 |
3. Mr. Kawal Singh |
Additional Director (Non-Executive Independent Director) |
09223449 |
4. Ms. Kritika Gupta |
Additional Director (Non-Executive Independent Director) |
10192745 |
During the year, Mr. Kadakia Amish Bharat, Independent Director of the Company, ceased to hold office with effect from 30th September, 2025. Further, Mr. Sripal Dadigala was appointed as the Independent Director of the Company with effect from 9th September, 2025.
Proposed Appointments
1. Appointment of Mr. Neerav Hans (DIN: 00025034) as Director of the Company.
2. Appointment of Mr. Hari Om Parkash (DIN: 03585967) as Whole-time Director of the Company.
3. To Appoint Ms. Kritika Gupta (DIN: 10192745) as Non-Executive Independent Director.
4. To Appoint Mr. Kawal Singh (DIN: 09223449) as Non-Executive Independent Director.
The following are the Key Managerial personnel of the Company as on 31.03.2026:
S. No |
Name |
Designation |
1. |
Mr. Surana Dipin |
Chief Financial Officer |
2. |
Mr. Ravi Surana Pukhraj |
Managing Director & Chief Executive Officer |
3. |
Ms. Gunjan Mittal |
Company Secretary |
Subsequent to the closure of the financial year, Ms. Gunjan Mittal, Company Secretary of the Company, was resigned with effect from 9th July, 2026.
The Key Managerial Personnel of the Company, as on the date of this report, subsequent to the aforesaid changes are as follows:
S. No |
Name |
Designation |
1 |
Mr. Hari Om Parkash |
Chief Executive Officer |
2 |
Mr. Niraj Agarwal |
Chief Financial Officer |
Number of meetings of the board:
The Board has duly met 6 (Six) times during the period under review. The gap between any two Board Meetings is within the period prescribed by the Companies Act, 2013 and Listing Agreement. and the details of meetings are as follows:
S. No |
Date of Board meeting |
1 |
30/05/2025 |
2 |
14/08/2025 |
3 |
09/09/2025 |
4 |
20/09/2025 |
5 |
14/11/2025 |
6 |
14/02/2026 |
Meetings of the Members
The Last i.e. the 45th Annual General Meeting of the Company for the financial year 2024-2025 was held on 30/09/2025 at the Registered Office of the Company.
Particulars of the extra-ordinary general meeting of the company held during the year
There was no Extra Ordinary General Meeting held during the year under consideration.
Declarations by Independent Directors:
The Company has received declarations form the Independent Director under Section 149(6) of the Companies Act, 2013 confirming their independence vis-a-vis the Company.
Board evaluation and assessment:
The company believes formal evaluation of the board and of the individual directors, on an annual basis, is a potentially effective way to respond to the demand for greater board accountability and effectiveness. For the company, evaluation provides an ongoing means for directors to assess their individual and collective performance and effectiveness. In addition to greater board accountability, evaluation of board members helps in:
a. More effective board process
b. Better collaboration and communication
c. Greater clarity with regard to members roles and responsibilities
d. Improved chairman - managing directors and board relations
The evaluation process covers the following aspects
- Self-evaluation of directors
- Evaluation of the performance and effectiveness of the board
- Evaluation of the performance and effectiveness of the committees
- Feedback from the non-executive directors to the chairman
- Feedback on management support to the board.
Familiarisation Programme for Independent Directors
The Company shall through its Senior Managerial personnel familiarise the Independent Directors with the strategy, operations and functions of the Company. The Independent Directors will also be familiarised with their roles, rights and responsibilities and orientation on Statutory Compliances as a Board Member.
On appointment of the Independent Directors, they will be asked to get familiarised about the Companys operations and businesses. An Interaction with the key executives of the Company is also facilitated to make them more familiar with the operations carried by the company. Detailed presentations on the business of the company are also made to the Directors. Direct meetings with the Chairman and the Managing Director are further facilitated for the new appointee to familiarize him/her about the Company/its businesses and the group practices as the case may be and link is available at the website www.pmtele.com.
Appointment and Remuneration Policy
The Companys remuneration policy is driven by the success and performance of the individual employee and the Company. Through its compensation programme, the Company endeavours to attract, retain, develop and motivate a high-performance workforce. The Company follows a compensation mix of fixed pay, benefits and performance based variable pay. Individual performance pay is determined by business performance and the performance of the individuals measured through the annual appraisal process.
The Board on the recommendation of the Nomination & Remuneration Committee framed a policy for selection and appointment of Directors, Senior Management and their remuneration including criteria for determining qualifications, positive attributes and independence of a director. The Remuneration Policy is available on the website of the Company viz. www.pmtele.com.
Directors Responsibility Statement
Pursuant to the requirement under section 134 (3) and (5) of the Companies Act 2013, with respect to Directors Responsibility Statement, your board of directors to the best of their knowledge and ability confirm that:
a. in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;
b. such accounting policies have been selected and applied consistently and the Directors made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2026 and of the profit/loss of the Company for that year;
c. proper and sufficient care was taken for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d. the annual accounts of the Company have been prepared on a going concern basis;
e. internal financial controls have been laid down to be followed by the Company and that such internal financial controls are adequate and were operating effectively;
f. proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively;
Constitution and Composition of Committees
The Committees of the Board of Directors of the Company were constituted in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI LODR Regulations").
Pursuant to the change in control of the Company and the consequent changes in the composition of the Board of Directors, the Committees of the Board were also reconstituted. The composition of the Committees as on 31st March 2026 is set out below:
Audit Committee
The Audit Committee was constituted in accordance with Section 177 of the Companies Act, 2013 read with Regulation 18 of the SEBI LODR Regulations.
Composition as on 31st March 2026:
S. No. |
Name |
Category of Director |
Designation |
1. |
Mr. Sripal Dadigala |
Non-Executive, Independent Director |
Chairman |
2. |
Mr. Patlolla Laxmi Kanth Reddy |
Non-Executive, Independent Director |
Member |
3. |
Mr. Ravi Surana Pukhraj |
Executive Director |
Member |
Composition subsequent to change in control:
S. No. |
Name |
Category of Director |
Designation |
1. |
Ms. Kritika Gupta |
Non-Executive, Independent Director |
Chairperson |
2. |
Mr. Kawal Singh |
Non-Executive, Independent Director |
Member |
3. |
Mr. Hari Om Parkash |
Executive Director |
Member |
Nomination and Remuneration Committee
The Nomination and Remuneration Committee was constituted in accordance with Section 178 of the Companies Act, 2013 read with Regulation 19 of the SEBI LODR Regulations.
Composition as on 31st March 2026:
S.No. |
Name |
Category of Director |
Designation |
1. |
Mr. Sripal Dadigala |
Non-Executive, Independent Director |
Chairman |
2. |
Mr. Patlolla Laxmi Kanth Reddy |
Non-Executive, Independent Director |
Member |
3. |
Ms. Venkata Surya Sri Lakshmi Malapaka |
Non-Executive Director |
Member |
Composition subsequent to change in control
S. No. |
Name |
Category of Director |
Designation |
1. |
Ms. Kritika Gupta |
Non-Executive, Independent Director |
Chairperson |
2. |
Mr. Kawal Singh |
Non-Executive, Independent Director |
Member |
3. |
Mr. Neerav Hans |
Non-Executive Director |
Member |
Stakeholders Relationship Committee
The Stakeholders Relationship Committee was constituted in accordance with Section 178 of the Companies Act, 2013 read with Regulation 20 of the SEBI LODR Regulations.
Composition as on 31 March 2026
S.No. |
Name |
Category of Director |
Designation |
1. |
Mr. Sripal Dadigala |
Non-Executive, Independent Director |
Chairman |
2. |
Mr. Patlolla Laxmi Kanth Reddy |
Non-Executive, Independent Director |
Member |
3. |
Mr. Ravi Surana Pukhraj |
Executive Director |
Member |
Composition subsequent to change in control
S.No. |
Name |
Category of Director |
Designation |
1. |
Ms. Kritika Gupta |
Non-Executive, Independent Director |
Chairperson |
2. |
Mr. Kawal Singh |
Non-Executive, Independent Director |
Member |
3. |
Mr. Hari Om Parkash |
Executive Director |
Member |
The Committees were reconstituted pursuant to the change in control and consequent changes in the composition of the Board of Directors. The reconstituted Committees shall discharge their respective functions and responsibilities in accordance with the provisions of the Companies Act, 2013, the SEBI LODR Regulations and the terms of reference approved by the Board.
Corporate Governance
In pursuance of Regulation 15 to 27 read with Schedule V of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, entered into with the Stock Exchanges, Corporate Governance report shall applicable to the company for the financial year ended 31st March, 2026.
However, in pursuance of Schedule V of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, a certificate from Mr. N.V.S.S. Suryanarayana, Practicing Company Secretary, (Mem No. 5868 & Certificate of Practice Number 2886) in compliance with (i) of Point (10) of Para C of Schedule V of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 is annexed as Annexure-II & III and forms part of this Report.
Secretarial Audit Report
Pursuant to the provisions of Section 204 read with Section 134(3) of the Companies Act, 2013, the company is required to obtain Secretarial Audit Report from Practicing Company Secretary. Mr. N.V.S.S. Suryanarayana, Practising Company Secretary (Mem No. 5868 & Certificate of Practice Number 2886) was appointed as secretarial auditor to issue Secretarial Audit Report for the financial year ended 31st March, 2026
Secretarial Audit Report issued by Mr. N.V.S.S. Suryanarayana an, Practising company secretary in Form MR-3 for the financial year 2025-26 forms part to this report as Annexure - IV.
Replies to Secretarial Auditors Report
Secretarial Comments |
Managements Reply |
During the period from 01.04.2025 to 19.09.2025, the Company was not in compliance with the provisions of Section 203 of the Companies Act, 2013, as the office of Company Secretary remained vacant. The Company subsequently appointed a Company Secretary with effect from 20.09.202. |
The company has appointed Company secretary on 20.09.2025 |
Statutory registers maintained under the Companies Act, 2013 are not updated. |
Companies are in process of updating the registers. |
The Company has not maintained a functional website containing basic and mandatory information as required under SEBI (LODR) Regulations. |
The company website was technically down and couldnt be updated with all the details due to technical issues. |
SEBI asked for some clarifications and the company has provided the same. |
Management has provided the appropriate clarifications. |
Management Discussion & Analysis
The Management Discussion and Analysis Report highlighting the industry structure and developments, opportunities and threats, future outlook, risks and concerns etc. is annexed as Annexure V.
Statutory Auditors
M/s. Gupta Raj & Co. Chartered Accountant, Mumbai (Firm Registration No. 001687N) were appointed as Statutory Auditors of the Company, for a term of 5 (Five) consecutive years, at the 44th Annual General Meeting held on 30 th September, 2024 to hold the office at P.M. Telelinnks Limited till the conclusion of 49th Annual General Meeting of the Company to be for the financial year 2028-29. They have confirmed that they are not disqualified from continuing as Auditors of the Company.
Reporting of frauds by auditors
During the year under review, neither the statutory auditors nor the secretarial auditor has reported to the audit committee, under Section 143 (12) of the Companies Act, 2013, any instance of fraud committed against the company by its officers or employees, the details of which would need to be mentioned in the Directors Report.
Management Replies to Auditors Report:
With reference to observations made in Auditors Report, the notes to account are self-explanatory and therefore do not call for any further comments.
Internal Audit Report
The Company has appointed the Internal Auditor for the Financial Year 2025-26.
Cost Audit Report
The provisions of Section 148 of the Companies Act, 2013 does not apply to the Company and hence, no cost auditors are appointed.
Business Responsibility and Sustainability Report (BRSR)
Clause (f) of sub regulation (2) of regulation 34 of SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 as amended from time to time has mandated the inclusion of BRSR as part of the Annual Report for the top 1000 listed entities based on their market capitalization on Bombay Stock Exchange Ltd and National Stock Exchange of India Ltd as on the end of financial year. In view of the requirements specified, the company is not mandated for the providing the BRSR and hence do not form part of this Report.
Corporate Social Responsibility
The Company has not developed and implemented any Corporate Social Responsibility initiatives as the said provisions shall not applicable to the company.
Particulars of Loans, Guarantees and Investments
There are no loans, guarantees, or investments to report under the provisions of Section 186 of the Companies Act, 2013.
Whistle Blower Policy/Vigil Mechanism
Pursuant to the provisions of section 177 of the Companies Act, 2013 and the rules framed there under and pursuant to the applicable provision of SEBI (Listing Obligations and disclosure Requirements) Regulations, 2015 the listing agreement entered with stock exchanges, the company has established a mechanism through which all stake holders can report the suspected frauds and genuine grievances to the appropriate authority.
The Whistle blower policy which has been approved by the board of directors of the company has been hosted on the website of the company viz www.pmtele.com.
Secretarial Standards
The Company has complied with all the applicable secretarial standards for the financial year 2025-26. Prevention of Insider Trading
The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading in securities by the Directors and designated employees of the Company. The Code requires preclearance for dealing in the Companys shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed.
Members of the Board have confirmed compliance with the Code.
Risk Management Policy
Your Company has put in place a risk management policy based on globally recognized standards which enables the company to proactively take care of the internal and external risks of the company and ensures smooth business operations.
The companys risk management policy ensures that all its material risk exposures are properly covered, all compliance risks are covered and the companys business growth and financial stability are assured. Boards of Directors decide the policies to ensure the protection of company from any type of risks.
Disclosures Under Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013
The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy.
The following is a summary of sexual harassment complaints received and disposed of during the period under review:
|
No. of complaints received: - NIL |
|
No. of complaints disposed of: - NIL |
Maternity Benefit Provided by the Company Under Maternity Benefit Act 1961
The Company declares that it has duly complied with the provisions of the Maternity Benefit Act, 1961. All eligible women employees have been extended the statutory benefits prescribed under the Act, including paid maternity leave, continuity of salary and service during the leave period, and postmaternity support such as nursing breaks and flexible return-to-work options, as applicable. The Company remains committed to fostering an inclusive and supportive work environment that upholds the rights and welfare of its women employees in accordance with applicable laws.
Particulars of Contracts or arrangements with related parties
All the related party transactions that were entered during the financial years were in the ordinary course of business of the company and were on arm length basis. There were no materially significant related party transactions entered by the company during the year with the promoters, directors, key managerial personnel or other persons which may have a potential conflict with the interest of the company.
Particulars of every contract or arrangements entered into by the Company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arms length transactions under third proviso thereto shall be disclosed in Form No. AOC-2 as Annexure I to this report.
Material changes and commitments, if any, affecting the financial position of the company
The acquisition of the Promoter shares was completed on 29th July 2026 in accordance with the applicable provisions of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and the terms of the SPA. The Board of Directors, at its meeting held on 29 July 2026, took note of and recorded the transfer of the said equity shares in favour of the Acquirer.
Consequently, M/s. BSL Infrastructure Limited has acquired control over the Company and stands classified as the Promoter of the Company, and the erstwhile promoters have ceased to be the promoters of the Company with effect from 29th July 2026. The necessary intimations and disclosures in this regard have been made to the Stock Exchange(s) under Regulation 30 and Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and under Regulations 29 and 31 of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, within the prescribed timelines.
Pursuant to the change in control, the Board of Directors of the Company was reconstituted, the details of which are set out elsewhere in this Report.
The Board believes that the change in ownership and control provides the Company with a stronger platform for its future growth and business prospects, and the Company remains committed to pursuing its business objectives with a focus on sustainable growth and long-term value creation for all its stakeholders.
Details of significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future
No significant and material order has been passed by the regulators, courts, tribunals impacting the going concern status and Companys operations in future
Public Deposits
The Company has not accepted any Deposits during the year and there are no outstanding or overdue deposits as on this date within the meaning of Section 73 of the Companies Act, 2013 as amended and in force.
Particulars of Employees
Details in respect of remuneration paid to employees as required under Section 197(12) of the Companies Act, 2013, read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, forms part of this report. In terms of Section 136 of the Companies Act, 2013 the same is open for inspection at the Registered Office of the Company.
Your Company is not paying any remuneration to its director. hence, the ratio of the remuneration of each Director to the median employees remuneration and other details in terms of Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, does not form part of this Report.
Details of Subsidiary, Joint Venture or Associate Companies
The Company does not have any Subsidiary, Joint Venture or an Associate Company as on 31.03.2026.
Annual Return
The Ministry of Corporate Affairs vide Companies (Amendment) Act, 2017 effective from 28th August, 2020, has dispensed the requirement to attach extract of Annual Return in form MGT-9 to the Boards report, provided every Company shall place a copy of Annual return on the website of the Company, if any and disclose the web-link of such Annual return in the Boards report.
The copy of Annual Return in Form MGT-7 as on March 31, 2026 will be available on the Companys website and can be accessed at the given web-link www.pmtele.com.
Particulars of Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo
(A) Conservation of Energy
(i) the steps taken or impact on conservation of energy |
The Company has undertaken various measures to promote the efficient utilization and conservation of energy in its operations. |
(ii) the steps taken by the company for utilizing alternate sources of energy |
The Company shall take necessary steps to utilize alternate sources of energy. |
(iii) the capital investment on energy conservation equipments |
Nil |
(B) Technology absorption
(i) the efforts made towards technology absorption |
The Company has neither absorbed nor adopted any new technology. The Company has also not made any innovation in technology other than the R&D. |
(ii) the benefits derived like product improvement, cost reduction, product development or import substitution |
No benefits derived in the year under review. |
(iii) in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)- |
No new technology is imported |
(a) the details of technology imported |
- |
(b) the year of import; |
- |
(c) whether the technology been fully absorbed |
- |
(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof |
|
(iv) the expenditure incurred on Research and Development |
Nil |
Foreign Exchange Earnings and Outgo
There were no foreign earnings and outgo during the financial year 2025-26.
Internal Audit & Internal Financial Control Systems
The Company has adequate Internal Financial Controls consistent with the nature of business and size of the operations, to effectively provide for safety of its assets, reliability of financial transactions with adequate checks and balances, adherence to applicable statues, accounting policies, approval procedures and to ensure optimum use of available resources. These systems are reviewed and improved on a regular basis. It has a comprehensive budgetary control system to monitor revenue and expenditure against approved budget on an ongoing basis.
Statement in respect of Adequacy of Internal Financial Controls with reference to the Financial Statements:
The Directors have laid down Internal Financial Controls procedures to be followed by the Company which ensure compliance with various policies, practices and statutes in keeping with the organizations pace of growth and increasing complexity of operations for orderly and efficient conduct of its business. The Board, from time to time, evaluated the adequacy and effectiveness of internal financial control of the Company with regard to: -
1. Systems have been laid to ensure that all transactions are executed in accordance with managements general and specific authorization. There are well-laid manuals for such general or specific authorization.
2. Systems and procedures exist to ensure that all transactions are recorded as necessary to permit preparation of Financial Statementsin conformity with Generally Accepted Accounting Principles or any other criteria applicable to such statements, and to maintain accountability for aspects and the timely preparation of reliable financial information.
3. Access to assets is permitted only in accordance with managements general and specific authorization. No assets of the Company are allowed to be used for personal purposes, except in accordance with terms of employment or except as specifically permitted.
4. The existing assets of the Company are verified/checked at reasonable intervals and appropriate action is taken with respect to differences, if any.
5. Proper systems are in place for prevention and detection of frauds and errors and for ensuring adherence to the Companys policies.
Industrial Relations
The company enjoyed cordial relations with its employees during the year under review and the Board appreciates the employees across the cadres for their dedicated service to the Company, and looks forward to their continued support and higher level of productivity for achieving the targets set for the future.
Human Resources
Your Company treats its "human resources" as one of its most important assets.
Your Company continuously invests in attraction, retention and development of talent on an ongoing basis. Your Company thrust is on the promotion of talent internally through job rotation and job enlargement.
Details Of Application Made or Any Proceeding Pending Under the Insolvency and Bankruptcy Code, 2016 (31 Of 2016)
During the period under review, there was neither application made nor any proceeding initiated or pending under the Insolvency and Bankruptcy code, 2016
Details Of Difference Between Amount of The Valuation Done at The Time of One Time Settlement and The Valuation Done While Taking Loan from The Banks or Financial Institutions Along with The Reasons Thereof
During the period under review, there was no one time settlement with Bank
General
Your directors state that no disclosure or reporting is required in respect of the following matters as there were no transactions on these matters during the year under review:
Issue of equity shares with differential rights as to dividend, voting or otherwise.
Issue of shares (including sweat equity shares) to employees of the company under any scheme save and except Employees Stock Options Schemes referred to in this report.
There has been no change in the nature of business of the company.
There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016.
There was no instance of onetime settlement with any bank or financial institution
Personnel
Your directors place on records their appreciation for the services rendered by the employees. The relation between the management and the employees has been cordial throughout the year.
Acknowledgements
Your directors wish to express their appreciation of the support and co-operation of the Central and the State Government, bankers, financial institutions, business associates, employees, shareholders, customers, suppliers and alliance partners and seeks their continued patronage in future as well.
For and on behalf of the Board of |
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P.M. TELELINNKS LIMITED |
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Place: Hyderabad |
Sd/- |
Sd/- |
Date: 14.08.2026 |
Neerav Hans Additional Director |
Hari Om Parkash |
DIN:00025034 |
Additional Director |
|
DIN:03585967 |
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