Photon Capital Advisors Ltd has reclassified its Promoter and Promoter Group to the Public Category following an open offer, with Sreeram Reddy Vanga acquiring control of the company effective June 25, 2026. Consequently, the Board of Directors was reconstituted, and the statutory auditor was replaced to align with the new management's strategic vision. The reclassification and leadership changes were disclosed to BSE Limited under Regulation 30 and Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Board appointed Mr. Sreeram Reddy Vanga as Chairman & Managing Director for three years. Mr. Venkatareddy Marella and Ms. Arpitha Mettu were appointed as Non-Executive Independent Directors for a term of five consecutive years. Mr. Venkata Rao Nagakanaka Dhanyamraju and Mrs. Lalitha Palle were appointed as Non-Executive Directors, while Mr. Ankit Singh was appointed as Company Secretary and Compliance Officer. All appointments are based on the recommendation of the Nomination and Remuneration Committee and are subject to shareholder approval.

Five directors resigned from their positions effective June 25, 2026, due to the change in control and proposed Board reconstitution. Mrs. Sobharani Nandury (Whole-time Director), Mr. Tejaswy Nandury, Mrs. Suchitra Nandury, and Mr. V R Shankara resigned as Directors. Mr. Venkata Subash Lingareddy resigned as Independent Director. The outgoing promoters, including Sobha Rani Nanduri and Vennela Nandury, have reclassified to the Public Category and no longer hold key managerial positions or directorships.

In a significant shift in statutory oversight, the Board accepted the resignation of M/s M. Anandam & Co as Statutory Auditors effective the close of business hours on June 25, 2026. To fill the casual vacancy, the Board appointed M/s SNDJ & Co as the new Statutory Auditors effective June 26, 2026, subject to shareholder approval at the ensuing Annual General Meeting. The Audit Committee noted that the outgoing auditor did not raise concerns regarding management conduct but declined to conduct the Limited Review for the quarter ending June 30, 2026, as their resignation preceded the quarter's end.

Promoter Reclassification Details

New Promoter Holding

Statutory Auditor Change

Sreeram Reddy Vanga, a promoter of Photon Capital Advisors Limited, has increased his stake in the company by acquiring 9,97,000 equity shares via an off-market transfer. The transaction, which took place on June 18, 2026, raises the acquirer's holding to 54.47% of the total voting capital of the company. The shares were transferred from an escrow demat account maintained for the purpose of an open offer made by Vanga under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, to his own demat account upon the closure of the offer process.

The disclosure was submitted to BSE Limited pursuant to Regulation 29(2) of the SEBI (SAST) Regulations, 2011. The acquisition pertains to shares carrying voting rights, and no warrants or convertible securities were acquired in this specific transaction. Prior to the acquisition, Vanga held 4,85,000 equity shares, accounting for 17.83% of the total share capital.

Details of shareholding

The following table outlines the changes in Vanga's shareholding and voting rights as a result of the acquisition:

Capital structure details

The total equity share capital of Photon Capital Advisors Limited before and after the acquisition remains unchanged at ₹2,72,06,940, divided into 27,20,694 equity shares of ₹10 each. However, the total diluted share capital, which accounts for the full conversion of outstanding convertible securities and warrants, stands at ₹4,71,06,940, divided into 47,10,694 equity shares of ₹10 each. The off-market transfer mode was utilized for this acquisition.