Eyantra Ventures Limited has approved a scheme of arrangement to amalgamate its wholly owned subsidiary, Prismberry Technologies Private Limited, with itself to simplify the group structure and optimize resources. The Board of Directors approved the scheme on May 25, 2026, under Sections 230 to 232 of the Companies Act, 2013. The transaction is subject to necessary statutory and regulatory approvals, including those from shareholders, creditors, and the National Company Law Tribunal (NCLT), Hyderabad Bench. The scheme has been filed with BSE Limited for the purpose of disclosures, in accordance with Regulation 37(6) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Structure of the Amalgamation

The amalgamation involves Prismberry Technologies Private Limited — the transferor company engaged in software designing and development — merging into Eyantra Ventures Limited, the transferee company engaged in B2B corporate gifting and IT software solutions. The Appointed Date for the scheme has been fixed as April 1, 2026, to facilitate seamless consolidation of books for the entire financial year 2026-27. Upon sanction by the NCLT, the scheme shall become operative from the Effective Date, and the Transferor Company shall stand dissolved without being wound up.

The rationale cited for the merger includes greater integration and financial strength for the amalgamated entity, simplification of management structure, pooling of resources including manpower and administration, optimum utilization of infrastructure, and elimination of duplication of administrative expenses. The scheme also aims to simplify the group structure by eliminating multiple companies having similar objectives in relation to software solutions.

Share Capital and Financial Details

The following table outlines the share capital and financial details of the entities involved as on March 31, 2026:

Upon completion of the amalgamation, the entire paid-up share capital of the transferor company will stand cancelled and extinguished. No new shares will be issued by Eyantra Ventures Limited, nor will any cash payment be made in lieu of the cancellation of shares. Consequently, there will be no change in the shareholding pattern of Eyantra Ventures Limited following the arrangement.

Authorised Share Capital and MOA Amendment

Upon the scheme coming into effect, the authorised share capital of Prismberry Technologies will stand combined with that of Eyantra Ventures Limited. The revised authorised share capital of the transferee company will be Rs. 2,60,00,000 (Rupees Two Crores and Sixty Lakhs only), divided into 26,00,000 equity shares of Rs. 10/- each. Additionally, a new sub-clause will be inserted under Clause III(a) of the Memorandum of Association of the transferee company, covering businesses related to computer hardware, electronic and telecommunication equipment, educational institutions for IT and electronics, networking infrastructure including data centres and wide area networks, and offshore and onshore software development.

Accounting Treatment and Related Party Disclosure

The amalgamation will be accounted for using the 'Pooling of Interest' method as per Appendix C of Indian Accounting Standard (Ind AS) 103 — Business Combinations. All assets, liabilities, and reserves of the transferor company shall be recorded in the books of the transferee company at their existing carrying amounts as appearing in the consolidated financial statements. Comparative accounting periods will be restated as if the merger had occurred from August 23, 2023, the date from which both companies have been under common control.

The Board confirmed that the transaction falls under related party transactions as Prismberry Technologies Private Limited is a wholly owned subsidiary. However, the transaction is exempt from certain related party regulations under the Companies Act, 2013, and SEBI Listing Obligations Regulations, 2015, due to the nature of amalgamations and the consolidation of accounts. The Board meeting commenced at 05:30 P.M. IST and concluded at 06:30 P.M. IST on May 25, 2026. The requisite details under Regulation 30 and the SEBI Master Circular have been submitted to the stock exchanges.

eYantra Ventures Limited reported a standalone net profit of ₹26.53 lakh for the financial year ended March 31, 2026, while its consolidated financial results reflected a net loss of ₹475.05 lakh for the same period. The Board of Directors approved the audited standalone and consolidated financial results for the quarter and year ended March 31, 2026, at a meeting held on May 25, 2026. The statutory auditor issued an unmodified opinion on the financial statements.

Financial Performance

The standalone financial results for FY26 showed a total income of ₹6,757.47 lakh, a significant increase from ₹2,776.08 lakh in the previous year. Total expenses for the year stood at ₹6,713.85 lakh. For the quarter ended March 31, 2026, the company reported a standalone net profit of ₹14.62 lakh. In contrast, the consolidated results for FY26 recorded a total income of ₹9,469.42 lakh against ₹3,289.31 lakh in the previous year, with total expenses rising to ₹9,918.16 lakh. The consolidated net loss for the year was ₹475.05 lakh, compared to a net profit of ₹75.07 lakh in FY25.

Segment Reporting and Investments

The company's operating business is organised into segments such as revenue from the sale of merchandise, software services, and other services. For the consolidated entity, revenue from hospital services and the sale of pharmacy products also contributed significantly. Geographically, the majority of the revenue was generated within India, amounting to ₹8,598.04 lakh for FY26, while revenue from outside India stood at ₹824.37 lakh.

During the year, the company invested ₹1,080 lakh by subscribing to 54,000 equity shares of Neuro and Spine Associates Private Limited, an associate company. Additionally, the company had allotted 1,87,500 equity shares via a preferential issue in January 2025, utilizing ₹1,386.85 lakh of the proceeds towards financing business opportunities and general corporate purposes by March 31, 2026.

Auditor's Report and Compliance

The audit reports were issued by PRSV & Co. LLP, Statutory Auditors. The auditors confirmed that the standalone and consolidated financial results give a true and fair view in conformity with the applicable accounting standards. The report also noted that the results for the quarter ended March 31, 2026, are the balancing figures between the audited full-year figures and the unaudited year-to-date figures up to December 31, 2025. The company confirmed compliance with Regulation 33 of the SEBI (LODR) Regulations, 2015.