PDS Limited announced its audited standalone and consolidated financial results for the quarter and year ended March 31, 2026. The company reported consolidated revenue from operations of ₹13,110cr for FY26, a growth of 4% year-on-year, while Q4 FY26 revenue stood at ₹3,519cr, up 11% quarter-on-quarter. Profit after tax (PAT) for Q4 FY26 surged 95% QoQ to ₹72cr. The statutory auditors, Walker Chandioke & Co LLP, issued an unmodified opinion on both the standalone and consolidated audited financial results. The audio recording of the Company's Conference Call held on May 18, 2026 at 3:30 PM IST, wherein the Q4 and FY26 financial results were discussed, has been made available on the company's website at www.pdsltd.com , pursuant to Regulation 46 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Consolidated Financial Performance

The table below presents PDS Limited's key consolidated financial metrics for Q4 FY26 and FY26:

On a quarter-on-quarter basis, Q4 FY26 showed broad-based improvement. Gross Merchandise Value (GMV) rose 5% QoQ to ₹4,905cr, while EBITDA grew 12% QoQ to ₹122cr with a margin of 3.5%, up 2bps. PAT margin expanded to 2.0% from 1.2% in Q3 FY26. For the full year, gross margin improved by 48 bps to 20.6%, while the balance sheet strengthened considerably, with net debt declining sharply from ₹374cr to ₹105cr and operating cash flow of ₹781cr.

Segment Performance

PDS Limited operates across three reportable business segments: Sourcing, Manufacturing, and Others. The Sourcing segment remained the dominant contributor, accounting for 92.29% of net segment revenue for FY26 at ₹12,39,879.35 lakhs, compared to 93.88% in FY25. The Manufacturing segment contributed 7.70% of net segment revenue for FY26 at ₹1,03,407.15 lakhs, up from 6.07% in FY25, reflecting growth in manufacturing operations.

Key Highlights and Corporate Actions

The Board of Directors recommended a final dividend of ₹1.65 per share for FY26. Combined with the interim dividend of ₹1.65 per share paid in H1 FY26, the total dividend for the year stands at ₹3.30 per share, representing 165% of the face value of ₹2, with a payout ratio of 42%. The record date for the payment of the final dividend is Friday, July 24, 2026. The final dividend, upon approval by members at the AGM, will be paid within 30 days from the date of the AGM, subject to deduction of tax at source. The Register of Members and Share Transfer Books will remain closed from Saturday, July 25, 2026 to Friday, July 31, 2026 (both days inclusive) for the purpose of the final dividend and AGM.

The Board also convened the 15th Annual General Meeting (AGM) on Friday, July 31, 2026, at 2:30 PM IST via Video Conferencing. Additionally, the Board approved the re-appointment of Mr. Robert Sinclair (DIN: 09390821) and Mr. Nishant Parikh (DIN: 07349640) as Independent Directors for a second term of two years each, subject to shareholder approval. Mr. Sinclair's second term will commence from November 9, 2026 and conclude on November 8, 2028, while Mr. Parikh's second term will commence from December 8, 2026 and conclude on December 7, 2028. The Board further approved a temporary shift of the Registered Office within the State of Maharashtra, effective May 15, 2026, from "Unit No. 971, Building No. 9" to "Unit No. 1031, Building No. 10" within the same premises at Solitaire Corporate Park, Andheri–Ghatkopar Link Road, Andheri (East), Mumbai – 400093, due to expiry of the lease of the existing premises. The company has also filed an application with the Regional Director for shifting its Registered Office from the State of Maharashtra to the State of Haryana, following shareholder approval obtained through postal ballot on March 14, 2026; approvals on the said application are awaited.

Management Commentary

Commenting on the results, Pallak Seth, Executive Vice Chairman, said, "FY26 was a challenging year marked by heightened global uncertainties — from evolving U.S. tariff actions and geopolitical conflicts creating persistent trade and supply chain disruptions — all of which weighed on consumer sentiment and demand visibility. Against this backdrop, PDS demonstrated the resilience of its platform by delivering stable growth, supported by deep customer relationships and disciplined execution through our diversified sourcing network. We continued to strengthen our U.S. presence, secured a new sourcing-as-a-service mandate with a new value customer having a potential to scale over US$50 million, alongside deeper engagement with existing customers. As global sourcing corridors continue to evolve, PDS remains well positioned to benefit from emerging trade tailwinds, while simultaneously strengthening its competitive advantage through deeper integration of technology and AI across the value chain."

Sanjay Jain, Group CEO, added, "FY26 tested our ability to execute under pressure — and we delivered. We strengthened our order book to ~₹5,074 Cr, up 11%, added new strategic accounts across U.S. retail ecosystems, and reduced investments in new verticals by 27% through tighter governance and sharper capital allocation. We continued our cost transformation and profitability agenda, institutionalizing BCG-led initiatives through Project PULSE — our AI-enabled digital backbone integrating sourcing, supplier governance and master data management to drive sharper control, efficiency and margin performance across the Group. We enter FY27 leaner, more disciplined, and with a clearer line of sight to sustainable margin improvement."

Sadik Sunasara, Group CFO, stated, "Net debt reduced sharply to around ₹105 crores as of March 2026 from ₹374 crores in March 2025, despite the consolidation of approximately ₹91 crores of debt from Knit Gallery acquisition. Net working capital remained tightly managed at around 4 days, supporting strong operating cash flow generation of approximately ₹781 crores during the year. Our leverage ratios remain comfortable with net debt-to-EBITDA at around 0.27 and normalized return on capital employed at approximately 25%, reflecting improving capital efficiency and stronger balance sheet quality."

PDS Limited has informed the National Stock Exchange of India Limited and BSE Limited about the dispatch of notices to its creditors regarding the proposed shifting of its registered office from the State of Maharashtra to the State of Haryana. The intimation was made in compliance with the provisions of the Companies Act, 2013, and was submitted to the exchanges on April 22, 2026.

The company's shareholders had approved the proposed relocation through a postal ballot conducted on March 14, 2026. Following this approval, PDS Limited now seeks confirmation from the Regional Director, Western Region Directorate I, Mumbai, for the alteration of its Memorandum of Association to facilitate the shift of its registered office to Haryana, under the jurisdiction of the Registrar of Companies, Haryana.

In its communication to creditors, the company confirmed that the proposed change in the registered office location would not alter or affect any sums payable to creditors as of the date of the notice. The current registered office is located at Unit No.971, Solitaire Corporate Park, Andheri - Ghatkopar Link Road, Andheri (East), Mumbai – 400 093, Maharashtra.

Creditors wishing to object to the proposed change have been instructed to submit their objections through the MCA-21 portal by filing an investor complaint form, or by registered post to the Regional Director's office at Everest, 5th Floor, 100 Marine Drive, Mumbai – 400 002, Maharashtra. A copy of the objection must also be sent to the company at its registered office. All objections must be supported by an affidavit stating the nature of interest and grounds of opposition.

The objections must be submitted within 14 days of the publication or service of the notice, but no later than May 10, 2026. The notice was signed by Abhishekh Kanoi, Group Legal Head & Company Secretary of PDS Limited, who holds ICSI Membership No. FCS 9530.