Premium Capital Market and Investments Limited is an Indian **Non-Banking Financial Company (NBFC)** established in **1992**. The company is currently navigating a transformative phase characterized by a total change in management control, a shift in strategic direction, and a rigorous effort to resolve historical financial and regulatory challenges. --- ### **Core Service Portfolio & Market Mandate** The company’s operational framework, governed by its Memorandum of Association, authorizes a broad spectrum of financial and capital market activities: * **Merchant Banking & Issue Management:** Acting as managers, co-managers, advisors, and coordinators for public securities offerings. * **Intermediary Services:** Serving as registrars to investment schemes, share transfer agents, and debenture trustees. * **Investment Operations:** Underwriting securities and managing portfolio investments across equity shares, preference shares, stocks, and both convertible and non-convertible debentures. * **Securities Dealing:** Trading in government securities, including bonds, loans, National Saving Certificates, and Post Office Savings Schemes. * **Strategic Focus:** Management is currently positioning the firm to capitalize on the growth of India’s private wealth management industry and an insurance market projected to reach **US$ 250 billion** by **2025**. --- ### **Capital Structure & Listing Profile** The company maintains its primary listing on the **BSE Limited**, having previously delisted from regional exchanges in MP and Ahmedabad in **2007**. | Metric | Details | | :--- | :--- | | **BSE Scrip Code** | **511660** | | **ISIN** | **INE555D01019** | | **Trading Group** | **XT / T+1** (Infrequently traded) | | **Authorized Share Capital** | **₹ 10,00,00,000** (1 Crore shares of **₹ 10** each) | | **Total Paid-up Capital** | **₹ 6,55,37,000** | | **Total Equity Shares** | **65,53,700** shares (Face Value **₹ 10.00**) | | **Registered Office** | **Indore, Madhya Pradesh** | *Note: **₹ 1,000** of the paid-up capital remains in arrears for 100 shares.* --- ### **Strategic Transition: The 2025-2026 Takeover** The company is undergoing a definitive change in control following a mandatory **Open Offer** initiated in late **2025** and concluded in early **2026**. * **The Acquirer:** **Mr. Suman Nandi**, with a certified net worth of **₹ 184.03 Lacs** (as of June 2025), has taken over as the sole Promoter. * **The Transaction:** The Open Offer (January 16–30, 2026) sought to acquire up to **17,04,000** shares (**26.00%** of voting capital) at **₹ 6.40** per share. * **Post-Offer Ownership:** The Acquirer’s stake is projected to reach **50.25%**, granting formal management control effective **March 03, 2026**. * **Promoter Reclassification:** Under **Regulation 31A** of SEBI (LODR), the previous promoter group (comprising **71 entities**, including Manmal Khapra and Gaurav Bandi) has been reclassified to the **'Public'** category. * **Asset Protection:** The Acquirer has committed to a **two-year moratorium** on the alienation or disposal of substantial company assets, except in the ordinary course of business. --- ### **Financial Performance & Scaling Trends** While the company has seen a massive surge in top-line revenue, it is currently prioritizing scale over immediate profitability as it restructures. | Metric | FY 2024-25 | FY 2023-24 | FY 2022-23 | | :--- | :--- | :--- | :--- | | **Revenue from Operations** | **₹ 8.69 Crore** | **₹ 67.62 Lakhs** | **₹ 1.78 Lakhs** | | **Loss After Tax (PAT)** | **(₹ 44.30 Lakhs)** | **(₹ 27.99 Lakhs)** | **(₹ 0.98 Lakhs)** | | **Dividend** | **Nil** | **Nil** | **Nil** | **Recent Quarterly Momentum (Q3 FY26):** * **Total Income:** Reported at **₹ 562 Crore** for the nine months ending December 2025, a **23.6% increase** year-over-year. * **Profitability:** Recent data indicates an **EBITDA of ₹ 40.20** and a **PAT of ₹ 332.60** (units likely in Crores based on income scale), suggesting a potential turn toward net profitability. * **Asset Acquisition:** In August 2025, the company invested **₹ 25,42,424** in land acquisition to bolster its asset base. --- ### **Solvency & Regulatory Risk Assessment** Investors must weigh the company's growth potential against significant financial and compliance headwinds. **1. Insolvency and Liquidity Concerns** * **PPIRP Status:** The company filed for a **Pre-Packaged Insolvency Resolution Process (PPIRP)** under Section **54C** of the IBC. The petition was admitted by the **NCLT Mumbai Bench** on **November 4, 2025**. * **Going Concern:** Current liabilities are **3.74 times** current assets. The company is currently unable to service debt obligations, including a **₹ 1.33 Crore** short-term loan from **Genius Bulls Investment Limited**. **2. Historical Compliance Gaps** The company has recently moved to rectify several long-standing regulatory failures: * **Listing Fees:** Cleared **4 years** of overdue BSE listing fees in July 2023 to resume trading. * **Governance:** Appointed a **Company Secretary** and **Whole-Time Director** in late 2023 after significant vacancies. * **Labour Impact:** The **2025 Central Labour Rules** notification is expected to have a non-recurring financial impact of **₹ 427 Crores** (primarily for gratuity and absences). **3. Governance Structure** The Board has been reconstituted to align with the new ownership: * **Ms. Manisha Sudip Bhattacharya:** Wholetime Director. * **Ms. Papita Nandi:** Non-Executive Director (Appointed 2025). * **Independent Oversight:** A Committee of Independent Directors (IDC) is in place to oversee SEBI (SAST) and LODR compliance. --- ### **Future Outlook & Growth Roadmap** Under the leadership of **Mr. Suman Nandi**, the company is pursuing a dual-track strategy: * **Operational Edge:** Enhancing the existing merchant banking and intermediary service lines. * **Diversification:** Identifying emerging profitable sectors to increase the company's **Net Worth** and stabilize the balance sheet. * **Sectoral Tailwinds:** Leveraging the **74% FDI limit** in insurance and increasing rural penetration in financial services to drive long-term revenue growth.