NSEShareholders meeting4d ago · 16 Oct 2026, 07:39 pm
Shareholders meeting
Prime Focus Limited · PFOCUS
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Prime Focus Limited has informed the Exchange regarding Notice of Extraordinary General Meeting to be held on November 07, 2026, to consider and approve the cessation of control over Brahma Holdings and its subsidiaries, and to authorize the Board to take necessary steps to give effect to this resolution.
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Prime Focus Limited has informed the Exchange regarding Notice of Extraordinary General Meeting to be held on November 07, 2026
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October 16, 2026
To, To,
The National Stock Exchange of India Limited BSE Limited
Listing Department, Listing Department,
Exchange Plaza, Bandra Kurla Complex Phiroze Jeejeebhoy Towers,
Bandra East, Mumbai - 400 051 Dalal Street, Mumbai - 400 001
Fax Nos.: 26598237/26598238 Fax Nos.: 22723121/2037/2039
Ref: NSE Code: PFOCUS / BSE Code: 532748
Sub: Notice of the Extra-Ordinary General Meeting
Dear Sir/ Madam,
Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (“Listing Regulations”), we hereby inform that the Extra-Ordinary General
Meeting (“EOGM”) of the Members of the Company is scheduled to be held on Saturday, November 07,
2026 at 12:30 p.m. ("IST") through Video Conferencing/ Other Audio Visual Means ("VC/ OAVM") in
compliance with the applicable provisions of the Companies Act, 2013, rules framed thereunder, Listing
Regulations and circulars issued by the Ministry of Corporate Affairs (“MCA”) and Securities and Exchange
Board of India (“SEBI”) (collectively referred to as “Circulars”) in this regard.
In accordance with the aforesaid circulars, the Notice of EOGM of the Company is being sent through electronic
mode to all those members of the Company whose email addresses are registered with the Company /
Company’s Registrar to an Issue and Share Transfer Agent or Depositories/ Depository Participants.
The Members, holding shares as on the cut-off date i.e. Saturday, October 31, 2026 will be entitled to avail
the facility of remote e-voting as well as voting at the EOGM on the Resolutions set forth in the Notice of
EOGM.
The remote e-Voting facility would be available during the following period:
Commencement of Remote e-Voting 09:00 a.m. (IST) on Tuesday, November 03, 2026
End of Remote e-Voting 05:00 p.m. (IST) on Friday, November 06, 2026
The Notice of the EOGM is enclosed below and the same is also available on the Company’s website
www.primefocus.com.
Kindly acknowledge the receipt and take the same on records.
Thanking You,
Yours faithfully,
For Prime Focus Limited
Parina Shah
Company Secretary & Compliance Officer
Encl: a/a
PRIME FOCUS LIMITED
CIN: L92100MH1997PLC108981
Registered Office: Prime Focus House, Opp. CITI Bank, Linking Road, Khar (West), Mumbai- 400052
Tel: +91 22 2648 4900
Website: www.primefocus.com; Email Id: ir.india@primefocus.com
NOTICE
NOTICE is hereby given that an Extra-Ordinary General Meeting Double Negative Holdings Limited’s (step-down subsidiary
(“EOGM”) of the Members of Prime Focus Limited (“the Company”), of the Company) (“DNEG Holdings”) shares in Brahma
will be held on Saturday, November 07, 2026, at 12.30 p.m. (IST) Holdings will stand reduced to 24.99% from 89.27% and the
through Video Conferencing (“VC”) / Other Audio Visual Means Company through DNEG Holdings having the right to appoint
(“OAVM”) to transact the following business: only 1 (one) director (out of total 6 directors) for as long as it
holds more than 50% (fifty percent) of the Class C shares of
SPECIAL BUSINESS
Brahma Holdings, as a result of which the Company will cease
1. To consider and approve the cessation to exercise control to exercise control over Brahma Holdings and consequently
over Brahma AI Holdings Limited (“Brahma Holdings”) and over Brahma India, both of which, currently being unlisted
consequently, over Brahma AI Services India Limited, the material subsidiaries of the Company, will cease to be
unlisted material subsidiaries of the Company. subsidiaries of the Company, and will instead become
associate companies of the Company, notwithstanding
To consider and if thought fit, to pass the following resolution
that the Company’s direct and indirect shareholding in the
as a Special Resolution:
relevant material subsidiary will remain above 50% (that is,
“RESOLVED THAT pursuant to applicable provisions of PFL will indirectly (through DNEG Holdings, its step-down
the Companies Act, 2013 (“the Act”) read with rules made subsidiary) continue to own 65.67% shareholding in Brahma
thereunder (including any statutory modification(s) or Holdings and 65.67% shareholding in Brahma India, towards
amendment(s) thereto or re-enactment(s) thereof for the its economic interests).
time being in force), and provisions of Regulation 24(5)
RESOLVED FURTHER THAT the Board (through itself and
and other applicable regulations of the Securities and
through any of its Committees) be and is hereby authorized
Exchange Board of India (Listing Obligations and Disclosure
and empowered to do and perform all such acts, deeds
Requirements) Regulations, 2015, and other applicable laws/
matters and things, as may be necessary, including finalising
statutory provisions, if any, and subject to the provisions of
the terms and conditions, methods and modes in respect
the Memorandum of Association and Articles of Association
thereof and finalising and executing necessary documents
of Prime Focus Limited (“the Company” / “PFL”) and such
and amendments thereto, including contract(s), agreement(s)
other approval / consent as may be applicable and subject
and such other documents, file applications and make
to the transaction documents and on the basis of approval
representations in respect thereof and seek approval from
obtained from the Board of Directors of the Company
relevant authorities, as applicable, and deal with any matters,
(hereinafter referred to as the “Board”, which term shall be
take necessary steps as the Board may in its absolute
deemed to include any Committee constituted / empowered
discretion deem necessary, desirable or expedient, to give
/ to be constituted by the Board from time to time to exercise
effect to this resolution and to settle any question that may
its powers conferred by this resolution), the consent of the
arise in this regard and incidental thereto, without further
shareholders of the Company be and is hereby accorded
referring to the shareholders of the Company and approving,
for the transfer of the shares in Brahma AI Services India
ratifying and confirming all acts, deeds, matters and things
Limited (“Brahma India”) held by DNEG S.à.r.l., an unlisted
done or to be done by any director, officer or authorised
material subsidiary of the Company (“DNEG Parent”) to
representative of the Company in connection with the
Brahma AI Holdings Limited (“Brahma Holdings”) and the
foregoing, in each case in accordance with, and to the extent
subscription by Multiples Private Equity Gift Fund IV and
permitted under, applicable law.
Multiples Private Equity Fund IV to compulsorily convertible
preference shares of Brahma Holdings and Brahma India, RESOLVED FURTHER THAT the Board be and is hereby
respectively, and the related governance arrangements, authorized to delegate all or any of the powers herein
pursuant to which the Company’s voting rights attached to conferred, to any director(s) or Chief Financial Officer or
Company Secretary or any other Officer(s) / Authorised RESOLVED FURTHER THAT the Board (by itself or through
Representative(s) of the Company, to do all such acts and any of its Committees) be and is hereby authorized and
to take such steps, as may be considered necessary or empowered to do and perform all such acts, deeds, matters
expedient, to give effect to this resolution.” and things, as may be necessary or expedient to give effect to
this resolution, including finalising the terms and conditions,
2. To consider and approve material related party transaction
methods and modes in respect thereof and finalising and
between DNEG S.à.r.l., an unlisted material subsidiary of
executing necessary documents, including contract(s),
the Company and Brahma AI Holdings Limited, an unlisted
agreement(s) including any amendments thereto and such
material subsidiary of the Company.
other documents as may be required to be executed by the
To consider and if thought fit, to pass the following resolution Company, filing applications and making representations
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