Prism Johnson Limited has completed the newspaper publication of its postal ballot notice, fulfilling regulatory compliance requirements under SEBI Listing Obligations and Disclosure Requirements Regulations, 2015. The company published the notice on March 19, 2026, in Business Standard (English) and Nava Telangana (Telugu) newspapers, informing shareholders about the postal ballot despatch and remote e-voting facility.

Regulatory Compliance and Publication

The newspaper publication follows the company's earlier disclosure dated March 18, 2026, and complies with Regulation 47 of SEBI LODR regulations. The published notices inform shareholders about:

Major Divestment Transaction

The primary resolution involves the divestment of Prism Johnson's entire 51% shareholding in Raheja QBE General Insurance Company Limited (RQBE), a material unlisted subsidiary. The transaction details are structured as follows:

RQBE's financial performance over recent periods shows consistent challenges, with the company reporting losses across multiple years. The performance data reveals:

The divestment aligns with the Government of India's liberalization of foreign direct investment limits in the insurance sector to 100%, enabling QBE to increase its shareholding from 49% to 100%. An independent valuation by M/s Rarever Financial Advisors Private Limited estimated RQBE's fair market value at ₹551.84 crores as of December 31, 2025.

Executive Leadership Appointments

The postal ballot includes two resolutions regarding Mr. Sanjaykumar Shivajee Roy's appointments:

Mr. Roy brings 33 years of experience in the Ready Mix Concrete and Construction Industry. He holds a Bachelor's degree in Civil Engineering from Pune University and an MBA in Marketing Management from Corporate Executive Board, UK. His previous role was Chief Executive - Concrete Business at ACC Limited, part of Adani Group.

Voting Process and Timeline

The company has established a comprehensive remote e-voting framework for shareholder participation:

Shareholders whose names appear in the Register of Members or List of Beneficial Owners as of the cut-off date are eligible to vote. The company has sent voting instructions electronically to registered email addresses, following Ministry of Corporate Affairs circulars for digital-only distribution.

Strategic Rationale

The Board of Directors emphasized that the RQBE divestment serves multiple strategic objectives. Since the initial investment in 2007, RQBE has not provided adequate cash returns to Prism Johnson. The transaction will enable the company to unlock this investment and consolidate resources toward core businesses.

Proceeds from the divestment will primarily support debt repayment, strengthening the company's balance sheet. The transaction also terminates the existing joint venture arrangement and shareholders' agreement with QBE Group, allowing both parties to pursue independent strategies in their respective markets.

The appointment of Mr. Roy as Executive Director & CEO (RMC) reflects the company's focus on strengthening leadership in its Ready Mix Concrete division, which showed improved performance with EBITDA increasing to ₹81.90 crores in the nine months ended December 31, 2025, compared to ₹59.60 crores in the corresponding previous period.

Prism Johnson Limited has received a penalty order from the Central Goods & Service Tax Commissioner regarding alleged irregularities in Cenvat Credit availment from over a decade ago. The company disclosed this development to stock exchanges on March 2, 2026, in compliance with regulatory requirements.

Penalty Details and Background

The penalty order was issued by the Office of the Commissioner of Central Goods & Service Tax & Central Excise, Jabalpur, dated February 25, 2026. The company received the order via email on March 2, 2026.

Company's Response and Next Steps

Prism Johnson Limited has announced its intention to file an appeal against the penalty order. The company is exercising its legal right to challenge the Commissioner's decision through the appropriate appellate channels.

The company has specifically stated that the penalty will have no material impact on its financial position, operational activities, or other business functions. This assessment suggests that the penalty amount, while significant in absolute terms, is manageable within the company's current financial framework.

Regulatory Compliance

The disclosure was made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. This regulation mandates listed companies to inform stock exchanges about material events that could impact investor decisions.

The communication was addressed to both the National Stock Exchange of India Limited and BSE Limited, where the company's shares are listed under the codes PRSMJOHNSN and 500338 respectively. The disclosure was signed by Shailesh Dholakia, Company Secretary and Compliance Officer of Prism Johnson Limited.