Company Background

Esaar (India) Limited was originally incorporated as Esaar (India) Private Limited on August 23, 1951 in Calcutta under the Companies Act, 1913. The company was converted to a public limited company and renamed Esaar (India) Limited on May 8, 1995. The registered office was shifted from West Bengal to Maharashtra effective October 13, 2011. The company received RBI registration as a non-deposit taking non-systemically important NBFC on April 5, 2016 (Registration No. B-13.02120).

Corporate Office: 101, First Floor, Western Edge I, Western Express Highway, Borivali (East), Mumbai, Maharashtra, 400066

BSE Scrip Code: 531502

The Rights Issue

Issue Size: 5,99,64,667 equity shares of face value ₹10 each

Issue Price: ₹10 per share (at par)

Total Amount: ₹59,96,46,670 (₹59.96 crore)

Rights Entitlement Ratio: 44 rights shares for every 15 fully paid-up equity shares

Record Date: Tuesday, August 25, 2026

Issue Schedule

  • Last date for credit of rights entitlements: August 27, 2026
  • Issue opening date: September 2, 2026
  • Last date for on-market renunciation: September 8, 2026
  • Issue closing date: September 11, 2026
  • Finalization of basis of allotment: September 15, 2026
  • Date of allotment: September 15, 2026
  • Date of credit of rights equity shares: September 16, 2026
  • Date of listing: September 17, 2026

Capital Structure

Pre-Issue Capital: 2,04,42,500 equity shares of ₹10 each (₹20.44 crore)

Post-Issue Capital (assuming full subscription): 8,04,07,167 equity shares of ₹10 each (₹80.41 crore)

Objects of the Issue

The net proceeds of approximately ₹58.16 crore (after deducting issue expenses of ₹1.80 crore) will be utilized as follows:

1. Augmenting capital base for lending business activities: ₹46.20 crore (79.4%)

  • Financing to SME and mid-sized corporates through co-lending/onward lending arrangements
  • Direct financing to SME and mid-sized corporate segments

2. General corporate purposes: ₹11.96 crore (20.6%)

  • Augmentation of working capital
  • Investments in technology platforms
  • Strategic initiatives and meeting business exigencies

The amount utilized for general corporate purposes shall not exceed 25% of the gross proceeds.

Financial Information

Financial Performance (Consolidated):

| Particulars | FY 2026 (Audited) | FY 2025 (Audited) | FY 2024 (Audited) |

| Total Income | ₹4070.88 lakh | ₹1476.84 lakh | ₹637.36 lakh |

| Net Profit/(Loss) | ₹1113.69 lakh | (₹155.91) lakh | ₹82.74 lakh |

| Net Worth | ₹3955.56 lakh | ₹2339.92 lakh | ₹3311.19 lakh |

| EPS (Basic) | ₹5.45 | (₹1.10) | (₹0.24) |

Promoter and Promoter Group

Promoter: Prabhat Capital Investments Limited (holds 8,46,352 shares, 4.14%)

Promoter Group:

  • Vishwamani Matamani Tiwari (6,36,300 shares, 3.11%)
  • Prabha Vishwamani Tiwari (4,70,701 shares, 2.30%)
  • Dharmraj Ramsajivan Tiwari Private Trust (1,00,000 shares, 0.49%)

Total promoter and promoter group holding: 20,53,353 shares (10.04%)

Regulatory Approvals and Compliance

  • BSE Limited has granted in-principle approval for listing of rights equity shares vide letter dated August 14, 2026
  • The company confirms it is not identified as a wilful defaulter or fraudulent borrower
  • ISIN for rights entitlements: INE404L20013
  • The issue is being made under Regulation 76 of SEBI ICDR Regulations

Risk Factors

Key risks identified in the letter of offer include:

  • Regulatory compliance requirements with RBI as an NBFC
  • Need to maintain prescribed Net Owned Funds and capital adequacy ratios
  • Geographic concentration of operations in Maharashtra
  • Competitive pressures in the lending industry
  • Interest rate volatility and asset-liability mismatches

Issue Details

Registrar to the Issue: Purva Sharegistry (India) Private Limited

Banker to the Issue: ICICI Bank Limited

Monitoring Agency: Brickwork Ratings India Private Limited

Legal Advisor: Jitendra Sharda & Associates

Advisor to the Issue: Grow House Wealth Management Private Limited

All applications must be made through ASBA process only. The rights equity shares will be allotted only in dematerialized form.