The Board of Directors of Prima Agro Limited, at its meeting held on Friday, July 31, 2026, approved the proposal for adoption of a new set of Memorandum of Association (MOA) and Articles of Association (AOA), in substitution of and to the entire exclusion of the existing constitutional documents. The disclosure was made pursuant to Regulation 30 read with Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Reason for the Amendment

The existing MOA and AOA of Prima Agro were originally framed under the provisions of the Companies Act, 1956. The board has approved the replacement of these documents to align the company's constitutional framework with the provisions of the Companies Act, 2013, the rules made thereunder, including the applicable provisions of Table F contained in Schedule I to the Companies Act, 2013, and other applicable statutory and regulatory requirements.

Key Details of the Proposed Amendment

The following table summarises the key disclosures made by the company pursuant to Regulation 30 of the SEBI (LODR) Regulations, 2015:

Compliance and Regulatory Disclosure

The intimation was filed in compliance with Regulation 30 of the SEBI (LODR) Regulations, 2015, read with SEBI Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 issued on July 11, 2023 and updated on January 30, 2026. The disclosure was signed by V R Sadasivan Pillai, Company Secretary and Compliance Officer (Membership No. F13001), on behalf of Prima Agro Limited.

The adoption of the new MOA and AOA remains contingent upon approval by the members of the company through a Special Resolution at the ensuing 39th Annual General Meeting. The new documents are proposed to be substituted in their entirety, replacing the existing MOA and AOA framed under the now-superseded Companies Act, 1956.

Prima Agro Limited reported a consolidated net loss of ₹4.52 million for the financial year ended March 31, 2026, compared to a profit of ₹8.71 million in the previous year. The standalone net loss for the year was ₹2.21 million. Revenue from operations for the consolidated entity stood at ₹101.09 million for the year, while standalone revenue was ₹27.85 million for the quarter ended March 31, 2026. The financial results were reviewed by the Audit Committee on May 27, 2026, and approved by the Board of Directors on May 28, 2026.

The statutory auditors, M/s. Grandmark & Associates, issued an un-modified opinion on the standalone and consolidated financial results. The company confirmed that disclosure requirements under Regulation 32 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, regarding the use of proceeds, were not applicable for the quarter. The Board also reappointed M/s. G. Joseph & Associates, Chartered Accountants, as the internal auditor for the financial year 2026-27.

Financial Performance

The company reported a basic and diluted earnings per share (EPS) of -₹0.87 on a consolidated basis for FY26, compared to ₹1.68 in the previous year. On a standalone basis, the EPS was -₹0.42 for the quarter ended March 31, 2026. The paid-up equity capital remained unchanged at ₹5.195 million. The company stated that it does not have any exceptional or extraordinary items to report for the period.

Key Financial Metrics (Consolidated)

The disclosures were made in compliance with Regulation 30 of the SEBI (LODR) Regulations, 2015. The extract of the audited financial results was published in the Financial Express (English edition) and Janayugom (Malayalam edition) on May 30, 2026.