Phantom Digital Effects 1st EOGM: All Four Resolutions Passed with Requisite Majority
Phantom Digital Effects Limited held its 01st EOGM on May 14, 2026 via VC/OAVM, where all four resolutions — CCD preferential issuance of ₹11,570.00 lakhs, share capital increase, and appointment of Mr. Armugam Narayana and Mrs. Vandana Bhojgaria as Non-Executive Independent Directors — were passed with requisite majority. The Scrutinizer's Report dated May 15, 2026 confirmed 7,294,000 total votes polled for Resolutions 1 and 2, and 7,288,000 for Resolutions 3 and 4, with no invalid votes recorded.
*this image is generated using AI for illustrative purposes only.
Phantom Digital Effects Limited successfully concluded its 01st Extra Ordinary General Meeting (EOGM) for FY 2026-27 on Thursday, 14th May, 2026, held via Video Conference (VC)/Other Audio-Visual Means (OAVM) from 12:30 P.M. to 01:06 P.M. All four resolutions placed before the members were passed with the requisite majority. The company subsequently filed the voting results and Scrutinizer's Report with the National Stock Exchange of India Limited on 15th May, 2026, pursuant to Regulation 30 and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Revised Fund Allocation for CCD Issuance
Prior to the EOGM, the company published an addendum to the corrigendum of its EGM notice on 12th May, 2026, revising the object-wise fund allocation for the preferential issue of Compulsorily Convertible Debentures (CCDs) aggregating to ₹11,570.00 lakhs. The addendum substitutes Clause (a1) under Item No. 1 of the Explanatory Statement, reclassifying funding for subsidiaries Milk Visual Effects Ltd. and Tippett Studios Inc. under "Funding for Overseas Investments", while limiting working capital allocation to the parent company in India.
| Particulars | ₹ in Lakhs | ₹ in Lakhs |
|---|---|---|
| Funding for Overseas Investments | ||
| Milk Visual Effects Ltd., London, UK | 3,800.00 | |
| Tippett Studios Inc., Berkeley, California, USA | 1,500.00 | 5,300.00 |
| Funding towards Repayment of Financial Creditors | 3,700.00 | |
| Funding towards Working Capital Requirements (Company) | 2,370.00 | |
| General Corporate and Issue Expenses | 200.00 | |
| Total Utilisation of Fund | 11,570.00 |
EOGM Proceedings
The meeting was held in compliance with the Companies Act, 2013 and relevant circulars issued by the Ministry of Corporate Affairs (MCA) and Securities and Exchange Board of India (SEBI). Mr. Bejoy Arputharaj Sam Manohar, Chairman and Managing Director, presided over the meeting. He was joined at the meeting venue — 6th Floor, Tower B, Plot No. 14, 3rd Main Road, Ambattur, Chennai-600058 — by Mr. Binu Joshua Sam Manohar, Whole Time Director & Chief Financial Officer; Mr. Sivasankaran Ravindran, Whole Time Director; Mr. Rajesh Kumar Samal, Company Secretary & Compliance Officer; Mr. Swarna Prakash T.V, Deputy Chief Financial Officer; and Mr. Anantharaman S, VP-Finance. Non-Executive Independent Directors participated through VC/OAVM. Representatives of M/s. L U Krishnan & Co., Statutory Auditors, and M/s. KEK Associates LLP, Internal Auditors, were present via Video Conferencing. Mr. Susanta Kumar Dehury, Proprietor of M/s. SKD & Associates, Practicing Company Secretaries, served as the Scrutinizer.
The total number of shareholders on the record date (cut-off date: 07th May, 2026) was 4,330. Of these, 2 promoter/promoter group shareholders were present in person, while 1 promoter/promoter group and 25 public shareholders attended via video conferencing.
Special Business Transacted
The following four resolutions were placed before the members for their approval:
| Resolution No. | Business | Type |
|---|---|---|
| 1 | Raising of funds via issuance of Compulsorily Convertible Debentures (CCDs) on a Preferential Basis | Special Resolution |
| 2 | Increase in Authorised Share Capital and consequential alteration of capital clause of Memorandum of Association | Ordinary Resolution |
| 3 | Appointment of Mr. Armugam Narayana (DIN: 10689254) as Non-Executive Independent Director for a term of five years | Special Resolution |
| 4 | Appointment of Mrs. Vandana Bhojgaria (DIN: 09686637) as Non-Executive Independent Director for a term of five years | Special Resolution |
Voting Results
The remote e-voting facility, provided by National Securities Depository Limited (NSDL), commenced on 11th May, 2026 at 09:00 A.M. and concluded on 13th May, 2026 at 05:00 P.M. E-voting was also extended during the EOGM to members who had not cast their votes through remote e-voting. A total of 42 members cast their votes through remote e-voting and 1 member voted during the EGM. The Scrutinizer's Report, dated 15th May, 2026, confirmed all resolutions were passed with requisite majority, with no invalid votes recorded.
The detailed agenda-wise voting results are as follows:
Resolution 1 & 2 — CCD Issuance (Special) and Share Capital Increase (Ordinary)
| Category | Shares Held | Votes Polled | % Polled | Votes in Favour | Votes Against | % in Favour | % Against |
|---|---|---|---|---|---|---|---|
| Promoter & Promoter Group | 6,998,800 | 6,998,800 | 100.00 | 6,998,800 | 0 | 100.00 | 0.00 |
| Public Institutions | 425,400 | 138,900 | 32.65 | 138,900 | 0 | 100.00 | 0.00 |
| Public – Others | 8,498,600 | 156,300 | 1.84 | 155,400 | 900 | 99.42 | 0.58 |
| Total | 15,922,800 | 7,294,000 | 45.81 | 7,293,100 | 900 | 99.99 | 0.01 |
Resolution 3 & 4 — Appointment of Independent Directors (Special)
| Category | Shares Held | Votes Polled | % Polled | Votes in Favour | Votes Against | % in Favour | % Against |
|---|---|---|---|---|---|---|---|
| Promoter & Promoter Group | 6,998,800 | 6,998,800 | 100.00 | 6,998,800 | 0 | 100.00 | 0.00 |
| Public Institutions | 425,400 | 138,900 | 32.65 | 138,900 | 0 | 100.00 | 0.00 |
| Public – Others | 8,498,600 | 150,300 | 1.77 | 150,000 | 300 | 99.80 | 0.20 |
| Total | 15,922,800 | 7,288,000 | 45.77 | 7,287,700 | 300 | 100.00 | 0.00 |
Scrutinizer's Consolidated Report Summary
The Scrutinizer, Susanta Kumar Dehury (FCS: 7408, CP: 27050) of M/s. SKD & Associates, submitted the consolidated report on 15th May, 2026 from Chennai. The report confirmed the following vote tallies across all resolutions:
| Item No. | Resolution | Assent (Votes) | Dissent (Votes) | Total Votes | Result |
|---|---|---|---|---|---|
| 1 | CCD Issuance on Preferential Basis | 7,293,100 (99.99%) | 900 (0.01%) | 7,294,000 | Passed |
| 2 | Increase in Authorised Share Capital | 7,293,100 (99.99%) | 900 (0.01%) | 7,294,000 | Passed |
| 3 | Appointment of Mr. Armugam Narayana | 7,287,700 (100%) | 300 (0.00%) | 7,288,000 | Passed |
| 4 | Appointment of Mrs. Vandana Bhojgaria | 7,287,700 (100%) | 300 (0.00%) | 7,288,000 | Passed |
All resolutions are deemed to have been passed on 14th May, 2026, the date of the EOGM. The voting results along with the Scrutinizer's Report have been uploaded on the company's website at https://www.phantomfx.com/investor/shareholder-meeting.php and on the NSDL website at www.evoting.nsdl.com . The document is signed by Bejoy Arputharaj Sam Manohar, Managing Director (DIN: 03459098).
Historical Stock Returns for Phantom Digital Effects
| 1 Day | 5 Days | 1 Month | 6 Months | 1 Year | 5 Years |
|---|---|---|---|---|---|
| -4.94% | +3.30% | -12.46% | -36.55% | -28.40% | -41.49% |
How will the ₹5,300 lakhs allocated for overseas investments in Milk Visual Effects Ltd. and Tippett Studios Inc. be deployed, and what revenue synergies does Phantom Digital Effects expect from these subsidiaries?
What is the timeline for the conversion of the ₹11,570 lakhs worth of CCDs into equity, and how might the resulting dilution impact existing shareholders' value?
How does Phantom Digital Effects plan to repay the ₹3,700 lakhs allocated to financial creditors, and what improvement in its debt-to-equity ratio is anticipated post-CCD conversion?
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