Cityman Ltd sets 34th AGM for Sept 30 to approve board changes

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Reviewed by
Ashish TScanX News Team
Key Highlights
  • Cityman Ltd posts net loss of ₹33.4 lakh in FY26 with zero revenue
  • 34th AGM scheduled for September 30, 2026, via video conferencing
  • Shareholders to vote on reappointment of MD Santhosh Joseph Karimattom
  • Proposed ₹20 crore unsecured loan facility from promoter seeks approval
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Cityman Limited has scheduled its 34th Annual General Meeting (AGM) for September 30, 2026, at 1:00 pm via Video Conferencing. The company submitted its 34th Annual Report for FY26 on September 3, 2026, reporting a net loss of ₹33.4 lakh. The AGM notice was published in newspapers on September 4, 2026.

The disclosure was issued pursuant to Regulation 34(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Santhosh Joseph Karimattom, Managing Director, signed the submission.

Financial Performance

Cityman recorded no revenue from operations during FY26, consistent with its minimal commercial activity. Total expenses amounted to ₹33.4 lakh, driven primarily by employee benefit expenses of ₹17.6 lakh and other expenses of ₹15.7 lakh. Depreciation and amortization expenses remained flat at ₹0.6 lakh.

The company reported a loss before tax of ₹33.4 lakh. There were no tax expenses recognized due to accumulated losses. Other comprehensive income contributed a further loss of ₹6.8 lakh, resulting in the total comprehensive loss of ₹40.2 lakh. This compares to a loss before tax of ₹31.5 lakh in FY25.

Metric FY26 FY25
Revenue from Operations ₹0 ₹0
Total Expenses ₹33.4 lakh ₹31.5 lakh
Loss Before Tax ₹33.4 lakh ₹31.5 lakh
Total Comprehensive Income (₹40.2 lakh) (₹31.5 lakh)
Net Debt ₹1,449.1 lakh ₹1,409.1 lakh

Capital Structure and Related Party Transactions

The company’s balance sheet reflects a high degree of reliance on promoter funding. Non-current borrowings increased to ₹1,431.1 lakh as of March 31, 2026, up from ₹1,397.8 lakh in the previous year. This entire borrowing amount is an unsecured, interest-free loan from Managing Director Santhosh Joseph Karimattom, repayable on demand.

During FY26, the company received an additional ₹33.2 lakh in unsecured loans from Karimattom. The existing outstanding balance prior to this infusion was approximately ₹143.1 lakh. The proposed new facility of up to ₹20 crore, seeking shareholder approval at the AGM, aims to provide further liquidity flexibility. This loan may be converted into equity, offering a mechanism to manage leverage without immediate cash outflow.

Board Composition Changes

The AGM will focus on board refreshment through rotation and new appointments. Shareholders will consider the reappointment of two executive directors retiring by rotation:

  • Santhosh Joseph Karimattom: Managing Director since 1992, holding approximately 77.2 lakh equity shares.
  • Juliana Santhosh: Executive director with administration expertise, holding approximately 2.3 lakh equity shares.

Additionally, the meeting will approve the reappointment of Anup Kumar as a Non-Executive Director. Kumar, who served as an Independent Director until July 2024, brings extensive experience in banking and financial consultancy. His reappointment follows a recommendation from the Nomination and Remuneration Committee.

New Independent Director

The company seeks approval for the appointment of Parapattu Varughese Nainan as an Independent Director for a five-year term. Nainan, an MBA graduate with specialization in finance and former director of the Institute of Cost Accountants of India (Cochin Chapter), has been associated with Cityman since 1993. His appointment aims to strengthen independent oversight on the board.

What the Numbers Show

The financial data highlights a sustained period of dormancy in core operations, with zero revenue generated for the second consecutive year. The widening loss—from ₹31.5 lakh in FY25 to ₹33.4 lakh in FY26—is driven by fixed operational costs rather than variable business expenses. Employee benefits constitute over 50% of total expenses, indicating that personnel costs are the primary cash drain in the absence of commercial activity. Furthermore, the increase in promoter loans by ₹33.2 lakh during the year mirrors the operating loss, suggesting that the promoter is directly bridging the cash flow deficit to maintain the company’s listing and compliance obligations.

Meeting Logistics

Remote e-voting will be facilitated by Central Depository Services (India) Limited (CDSL). The voting window opens on September 27, 2026, at 9:00 am and closes on September 29, 2026, at 5:00 pm. The Register of Members and Share Transfer Books will remain closed from September 24, 2026 to September 30, 2026 (both days inclusive).

Particulars Date
Record date / Cut-off date Wednesday, September 23, 2026
Book Closure Period Thursday, September 24, 2026 to Wednesday, September 30, 2026
34th Annual General Meeting Wednesday, September 30, 2026
E-Voting Start Sunday, September 27, 2026 (9:00 am)
E-Voting End Tuesday, September 29, 2026 (5:00 pm)

Mr. Krishnan Potty Jayaraj, Practicing Company Secretary (CP No.4410), has been appointed as the scrutinizer for conducting the e-voting process.

Annual Report Access and KYC Updates

In compliance with Regulation 36(1)(b) of the SEBI Listing Regulations, Cityman has dispatched letters to shareholders whose email addresses are not registered with the company, Registrar & Share Transfer Agent, or Depository Participants. These shareholders are informed that the Annual Report for FY26 can be accessed via a web link on the company’s website. Electronic copies of the AGM notice and annual report are being sent via email to all shareholders with registered email addresses.

The company has reiterated SEBI guidelines mandating that all shareholders update their PAN, email ID, KYC details, and nomination details with their respective Depository Participants. Payments, including dividends, for folios with unupdated PAN or KYC details will only be made electronically upon registration of the required information.

Historical Stock Returns for Cityman

1 Day5 Days1 Month6 Months1 Year5 Years
-5.00%+14.00%-1.04%+5.63%-13.64%+245.04%

What specific strategic initiatives or business pivots does Cityman plan to implement to generate revenue and reverse its two-year streak of zero operational income?

How will the proposed ₹20 crore convertible loan facility impact existing shareholder equity dilution if converted, and what are the specific conversion terms?

Given the reliance on interest-free promoter loans for liquidity, what is the long-term sustainability of this funding model if commercial operations do not materialize soon?

Cityman accepts resignation of independent director Sebastian

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Reviewed by
Riya DScanX News Team
Key Highlights
  • Cityman Limited accepted the resignation of Independent Director Roy Moolayil Sebastian
  • The resignation is effective from August 27, 2026
  • Cited reason includes personal pre-occupations and personnel commitments
  • No material undisclosed reasons exist for the departure
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Cityman Limited accepted the resignation of Mr. Roy Moolayil Sebastian as an independent director on its board, effective August 27, 2026.

The departure stems from personal pre-occupations and other personnel commitments, as stated in the resignation letter submitted to the Board of Directors. The company notified BSE Limited of the change pursuant to Regulation 30 of the SEBI (LODR) Regulations, 2015.

Resignation Details

Mr. Sebastian, holding DIN 01886479, confirmed that there are no material reasons for his exit beyond those cited in his letter. He holds no directorships in other listed entities.

Particulars Details
Name Roy Moolayil Sebastian
DIN 01886479
Role Independent Director
Effective Date August 27, 2026
Reason Personal pre-occupations

Santhosh Joseph Karimattom, Managing Director of Cityman Limited, signed the intimation filed with the stock exchange.

Historical Stock Returns for Cityman

1 Day5 Days1 Month6 Months1 Year5 Years
-5.00%+14.00%-1.04%+5.63%-13.64%+245.04%

Will Cityman Limited initiate an immediate search for a replacement independent director to maintain board quorum and compliance?

How might the departure of an independent director impact investor confidence in Cityman Limited's corporate governance framework?

Are there any pending strategic decisions or audit matters that could be affected by this leadership change before August 2026?

More News on Cityman

1 Year Returns:-13.64%