PAE Limited has officially withdrawn its preferential issue of equity shares to identified promoter and non-promoter groups, despite having received necessary approvals from shareholders and regulatory bodies. The company communicated this decision to BSE Limited through a formal letter dated April 29, 2026, under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Original Preferential Issue Details

The Board of Directors had initially approved the preferential issue on February 06, 2026, subject to shareholder approval and regulatory permissions. The comprehensive issue structure included multiple components designed to strengthen the company's capital base.

Approval Timeline and Process

PAE Limited followed the complete regulatory process for the preferential issue. The company dispatched the Notice of Annual General Meeting along with Explanatory Statement on February 11, 2026, the same day it applied to BSE Limited for in-principle approval under Regulation 28(1) of SEBI regulations.

Shareholders approved the preferential issue at the Annual General Meeting held on March 07, 2026. The approval covered the issuance of equity shares to certain identified promoter and non-promoter groups through both share swap arrangements and conversion of existing loans into equity.

Withdrawal Decision and Rationale

Despite receiving shareholder approval, PAE Limited's Board of Directors decided to withdraw the preferential issue due to alternative considerations that necessitated a reassessment of the company's fund-raising plans. The company emphasized that this strategic decision was made in the best interest of shareholders.

Key aspects of the withdrawal include:

• Complete cancellation of the earlier Board Meeting outcome from February 06, 2026
• Withdrawal of the in-principle application filed with BSE Limited
• Reassessment of alternative fund-raising strategies
• Commitment to maintaining financial stability and growth prospects

Company Assurances

PAE Limited has provided comprehensive assurances to stakeholders regarding the impact of this withdrawal. The company stated that the decision will not affect its financial stability, operations, or growth prospects. Management emphasized their commitment to transparency with stakeholders and maintaining shareholder interests while preserving financial stability.

The company has made this information available on its official website at paeltd.com/index.html, ensuring broad accessibility for all stakeholders and maintaining compliance with disclosure requirements.

PAE Limited announced its audited standalone financial results for the financial year 2025-26 on April 23, 2026, reporting a net profit of Rs. 33.14 lakh on total revenue of Rs. 253.64 lakh. The company's revenue of Rs. 253.13 lakh was entirely derived from rice trading operations during the quarter ended March 31, 2026, marking a significant shift from its historical automobile-based business following the alteration of its object clause in March 2026.

Financial Performance Overview

The company's financial statements reveal a notable transformation in operations. For the year ended March 31, 2026, PAE Limited recorded revenue from operations of Rs. 253.13 lakh, compared to nil in the previous year. Total expenses stood at Rs. 220.50 lakh, resulting in a profit before tax of Rs. 33.14 lakh. The earnings per share (basic and diluted) for the year were reported at Rs. 3.31.

Auditor's Disclaimer of Opinion

J. M. Patel & Bros., Chartered Accountants, issued a disclaimer of opinion on the standalone financial results, citing several material matters that restricted their ability to form an opinion. The auditors highlighted five key concerns:

• Write-off of Quasi-Equity: The company wrote off Rs. 5,38,84,446 representing quasi-equity received from Mr. Jatinbhai R. Patel against accumulated losses as per NCLT resolution order.
• Unverified Book Profit and Revenue: Operating income of Rs. 2,53,12,750 from rice trading against purchase value of Rs. 1,26,56,375 was recorded entirely through book entries with no corresponding banking transactions or supporting documentation such as GST returns or E-way bills.
• Dividend Appropriateness: The dividend recommendation of Rs. 0.20 per share was based solely on unverified book profits, raising concerns about validity under Section 123 of the Companies Act, 2013.
• Unverified Bank Balances: The company failed to provide bank statements or independent confirmations for balances held with various banks, except HDFC Bank and Kotak Mahindra Bank.
• Business Focus Shift: The alteration of object clause from automobile-based business to agricultural commodities processing and trading lacks verified trade history in the newly adopted segment.

Board Recommendations and Corporate Actions

The Board of Directors recommended several key proposals subject to shareholder approval. A final dividend of Rs. 0.20 per equity share of face value Rs. 10 each has been recommended for the financial year 2025-26. The company has fixed May 11, 2026 as the record date for determining entitlement to the final dividend.

Additionally, the board recommended a bonus issue of equity shares in the proportion of 6:1, meaning six bonus equity shares of Rs. 10 each for every one fully paid-up equity share held by public shareholders (excluding promoter and promoter group). The record date for the bonus issue has been fixed as May 25, 2026. The pre-bonus paid-up share capital stands at 10,00,000 equity shares aggregating Rs. 1,00,00,000, which would increase to 13,00,000 equity shares aggregating Rs. 1,30,00,000 post-bonus issue.

Balance Sheet and Cash Flow Position

As of March 31, 2026, PAE Limited reported total assets of Rs. 273.85 lakh, comprising current assets of Rs. 273.85 lakh with no non-current assets. The equity and liabilities side showed total equity of Rs. 133.14 lakh, current liabilities of Rs. 140.71 lakh, and no non-current liabilities. Trade receivables stood at Rs. 253.13 lakh, while cash and cash equivalents were reported at Rs. 0.61 lakh.

The cash flow statement revealed a net cash outflow from operating activities of Rs. 1,579.32 lakh for the year ended March 31, 2026. Cash flow from financing activities showed an inflow of Rs. 1,578.04 lakh primarily from proceeds of share capital issuance, while investing activities had no cash flow. Cash and cash equivalents decreased from Rs. 1.89 lakh at the beginning of the year to Rs. 0.61 lakh at year-end.

Upcoming General Meeting

The 76th Annual General Meeting of PAE Limited is scheduled to be held on Monday, May 18, 2026, through video conferencing and other audio-visual means. M/s Kamlesh Shah & Co., Practicing Company Secretaries, has been appointed as scrutinizer for conducting the e-voting process. The meeting will consider various matters including the approval of financial results, dividend declaration, bonus issue, and alteration of the object clause in the Memorandum of Association.