One 97 Communications has scheduled its 26th Annual General Meeting (AGM) for Tuesday, September 15, 2026, to approve its first full year of profitability in FY26 and seek shareholder consent for a material variation in the utilisation of Initial Public Offer (IPO) proceeds. The meeting will also consider a resolution to revise the remuneration of Managing Director and CEO Vijay Shekhar Sharma.

The company proposes to reallocate ₹1,686 crore of unutilised IPO funds originally earmarked for new business initiatives and acquisitions. These funds will now be deployed interchangeably between the original purpose and strengthening the core Paytm ecosystem, including marketing, merchant expansion, and technology platform development. This shift follows the company’s achievement of full-year profitability in FY26, demonstrating successful organic investment in its core business.

Key Meeting Details

The meeting is set to begin at 9:30 am and will be held through Video Conferencing (VC) or Other Audio-Visual Means (OAVM). The notice was signed by Sunil Kumar Bansal, Company Secretary and Compliance Officer, on August 21, 2026. Newspaper advertisements regarding the convening of the AGM were published on Saturday, August 22, 2026, in the Financial Express (English) and Jansatta (Hindi), complying with Regulation 30 of the SEBI Listing Regulations.

Agenda Highlights

The ordinary business includes receiving and adopting the Audited Standalone and Consolidated Financial Statements for the financial year ended March 31, 2026. Shareholders will also vote to re-appoint Mr. Ravi Chandra Adusumalli as a director liable to retire by rotation. He has served since 2012 and does not receive remuneration or sitting fees.

A special business item involves approving a revision in remuneration for MD & CEO Vijay Shekhar Sharma. An independent third-party firm benchmarked his pay against comparator groups and found it materially below the median. The revised structure comprises fixed pay and variable pay linked to company performance. Mr. Sharma currently holds no ESOPs.

Variation in IPO Proceeds Utilisation

The company raised ₹8,119.4 crore in its IPO, with ₹2,000 crore allocated to "Investing in new business initiatives, acquisitions and strategic partnerships" (Object 2). As of July 20, 2026, only ₹314 crore had been deployed from this bucket, leaving ₹1,686 crore unutilised.

The Board proposes to allow this unutilised amount to be used for:

• Continued deployment under the original Object 2 (new initiatives, acquisitions).
• Deployment under Original Object 1: Growing and strengthening the Paytm ecosystem (marketing, merchant base expansion, technology platform).

Additionally, the company seeks to extend the timeline for utilising these net proceeds by two years, from March 31, 2027, to March 31, 2029. The justification cites a disciplined approach to capital allocation, prioritising areas with attractive unit economics and strong momentum, which has driven the recent profitability.

E-Voting Information

Members whose names appear in the Register of Members as on the cut-off date, Tuesday, September 08, 2026, are entitled to vote. Remote e-voting will be open from Saturday, September 12, 2026, at 9:00 am to Monday, September 14, 2026, at 5:00 pm. NSDL has been appointed to provide the e-voting facility.

Regulatory Disclosures

Pursuant to Regulation 34(1) of the SEBI Listing Regulations, the Notice of AGM and Annual Report for FY25-26 will be sent to shareholders. Documents are available at https://ir.paytm.com/agm . A special window for dematerialising physical shares remains open until February 4, 2027, for shares purchased before April 1, 2019.

In compliance with Regulation 36(1)(b) of the SEBI Listing Regulations, the company has dispatched letters to members who have not registered their email addresses with the company, MUFG Intime India Private Limited (formerly Link Intime India Private Limited), or their Depository Participants as on August 14, 2026. These letters provide web-links to access the AGM Notice and Annual Report.

One 97 Communications Limited ( One 97 Communications ) has disclosed its Business Responsibility and Sustainability Report (BRSR) for FY26, expanding its reporting scope to include wholly owned subsidiary Paytm Payments Services Limited (PPSL). This change follows the transfer of offline merchant payments business from the holding company to PPSL effective November 30, 2025.

The expanded boundary aims to provide a comprehensive view of the company’s core payments business, including digital solutions like Soundbox and POS machines. Data for FY25 is presented on a standalone basis for One 97, making year-on-year comparisons with FY26 data non-comparable due to the change in reporting scope.

Operational Scale

The company serves over 7.55 crore transacting users and has grown its merchant network to 4.90 crore as of March 2026. Operations span 28 states and 8 union territories in India, with international revenue generated from 13 countries.

Employee Metrics

As of March 31, 2026, the entity employed 10,587 permanent employees, comprising 90.16% males and 9.84% females. The turnover rate for permanent employees decreased significantly to 49.67% in FY26 from 97.47% in FY25. The report attributes this reduction to new field sales employees being onboarded under a different entity.

Environmental Impact

Total energy consumption rose to 10,059.71 GJ in FY26 from 9,191.38 GJ in FY25, driven by increased electricity usage. Water withdrawal increased to 53,028.21 kilolitres, primarily from groundwater and packaged drinking water. The company recycled 383.56 MT of e-waste through authorized recyclers during the fiscal year.

Regulatory Disclosures

The report details several regulatory penalties, including a GST penalty of ₹59.69 lakh challenged before the GST Appellate Tribunal. Additionally, the company paid settlement amounts to SEBI totaling ₹1.11 crore each for One 97 and CEO Vijay Shekhar Sharma regarding ESOP grants.

What the Numbers Show

The sharp decline in employee turnover from 97.47% to 49.67% is structural rather than operational. The report explicitly states that new field sales hires were moved to a different entity, meaning the retained workforce at One 97 is likely more stable, while attrition metrics are no longer fully representative of the total field sales force.