Vision Cinemas shareholders rejected the company’s proposal to approve related party transactions at its 33rd Annual General Meeting held on September 16, 2026. The resolution failed to secure the requisite majority after public shareholders voted overwhelmingly against it, despite promoter support.

The meeting was conducted via Video Conferencing and Other Audio-Visual Means (VC/OAVM) facilitated by Central Depository Services Limited (CDSL). Mrs. Anitha Vasanth, Executive Director and Chief Financial Officer, chaired the proceedings. Remote e-voting was available from September 13 to September 15, 2026.

Voting Results and Key Outcomes

Of the four resolutions placed before the members, three were approved with unanimous support from voting shareholders. However, Resolution No. 3, concerning the approval of related party transactions under Section 188 of the Companies Act, 2013, was not passed.

*Votes cast by promoters were disregarded for Resolution 3 as they were interested parties.

Related Party Transaction Rejection

The rejected resolution sought approval for transactions with five related entities, including S I Media LLP, Vasanth Color Laboratories Ltd., Pyramid Entertainment (India) Private Limited, Visual Communication Services, and Kavita Communications. The proposed cap for each entity was ₹20 crore per annum.

Under Section 188 of the Companies Act, 2013, interested promoters cannot vote on such resolutions. Consequently, the 26,579,545 votes cast by the Promoter and Promoter Group were disregarded. Among the remaining public shareholders, only 1,997 votes (0.45%) were cast in favour, while 444,132 votes (99.55%) were cast against. This decisive rejection by independent shareholders highlights significant scrutiny regarding these arm’s-length arrangements.

Other Business Items

Shareholders unanimously approved the adoption of audited financial statements for the fiscal year ended March 31, 2026. Mrs. Anitha Vasanth was reappointed as a director by rotation. Additionally, CS S. Suresh of S Suresh & Associates was appointed as the secretarial auditor for five consecutive years, from FY26-27 to FY30-31.

A total of 77 members attended the meeting virtually. The scrutinizer’s report and consolidated voting results were submitted to the BSE on September 18, 2026.

Vision Cinemas has fixed September 9, 2026 as the record date for its 33rd Annual General Meeting (AGM). The company will hold the meeting on September 16, 2026, via video conference.

The Register of Members and Share Transfer Books will remain closed from September 10, 2026 to September 16, 2026 (both days inclusive). This closure is pursuant to Regulation 42 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Financial Performance

The company recently filed its annual report for FY26, revealing a net loss of ₹6.75 lakh compared to a net profit of ₹0.51 lakh in the previous year. Revenue from operations dropped significantly to ₹89.12 lakh from ₹320.36 lakh in FY25.

The decline in profitability was driven by a sharp contraction in top-line growth. Total expenses stood at ₹99.46 lakh, slightly higher than the revenue generated. Employee benefit expenses decreased to ₹4.86 lakh from ₹21.15 lakh, while other expenses fell to ₹90.94 lakh from ₹294.72 lakh. Depreciation remained stable at ₹3.65 lakh.

Key Agenda Items

The notice outlines specific resolutions for member approval at the upcoming AGM:

Mrs. Vasanth, who also serves as CFO, holds 73,16,519 equity shares as of March 31, 2026. She has attended four Board meetings during FY26.

Related Party Transaction Limits

The company proposes to enter into non-arm’s length transactions with related parties, including wholly owned subsidiaries and entities with common key managerial personnel. The maximum value for each party is set at ₹20 crore annually. Interested directors will not be present during the discussion of these resolutions. The transactions involve revenue sharing on screening income and advertisement services.

E-Voting and Logistics

E-voting will be open from September 13, 2026, at 9:00 am until September 15, 2026, at 5:00 pm. The cut-off date for voting eligibility is September 9, 2026. Shareholders can vote remotely via CDSL or NSDL platforms.