Geetanjali Credit AGM Notice for FY26 with Capital Hike

FY26 Financial Performance: Profit before tax of ₹1.50 lakhs, compared to a loss of ₹(3.44) lakhs in FY25. Profit after tax was ₹1.50 lakhs (FY25: ₹(3.44) lakhs loss).
Total Income: ₹9.00 lakhs in FY26 (FY25: ₹0.00 lakhs).
Authorized Capital Proposal: Increase from ₹5,00,00,000 (5 crore) to ₹95,00,00,000 (95 crore).
Managing Director Remuneration: Proposed salary of ₹15,000 per month for Mr. Dharmendra Vyas.
Loan Assets: Non-current loans of ₹256.27 lakhs, which auditors noted lack balance confirmations and do not follow RBI NPA norms.
Income Tax Demand: Outstanding demand of ₹529.75 lakhs per auditor's report, with no documentary evidence of appeal proceedings provided.
Investments: Non-current investments of ₹65.00 lakhs in gold & jewellery.
Cash & Cash Equivalents: ₹0.25 lakhs as of March 31, 2026 (March 31, 2025: ₹1.11 lakhs).
Trade Payables: ₹6.75 lakhs to other than MSMEs (MSME classification not provided).
Contingent Liabilities: ₹530.02 lakhs.

AGM Date: August 21, 2026, at 1:00 PM through Video Conferencing/Audio-Visual Means.
Record Date: August 14, 2026 (for determining members entitled to vote).
Book Closure: August 15, 2026 to August 21, 2026.
E-Voting Period: August 18, 2026 (9:00 AM) to August 20, 2026 (5:00 PM) via NSDL.
Board Meetings Held in FY26: 5 meetings on May 22, 2025; August 5, 2025; September 2, 2025; November 7, 2025; February 6, 2026.
Director Appointments:
Mr. Dharmendra Vyas as Managing Director: April 21, 2026
Ms. Kamlaben Salvi: April 21, 2026
Ms. Jyoti Bairwa: May 16, 2026
Mr. Imran Saiyed: May 16, 2026
Mr. Pradeep Agrawal: July 17, 2026

Stock Exchange: BSE Limited
Auditors: S K Bhavsar & Co., Chartered Accountants
Secretarial Auditor: Dharti Patel & Associates
RTA: Skyline Financial Services Private Limited
E-Voting Agency: National Securities Depository Limited (NSDL)
Regulators: SEBI, Ministry of Corporate Affairs, RBI (NBFC-ND-Type II-ICC Registration No: B02.00335)

1. Adoption of financial statements for FY26.

2. An 18-fold increase in authorized share capital to facilitate future growth and fundraising.

3. Appointment and regularization of five directors to reconstitute the board following resignations and a demise.

The capital increase is stated to be for business expansion and working capital requirements.

Explicitly Disclosed: The increase in authorized capital will enable the company to issue additional shares for fundraising. The appointment of directors will reconstitute the board.
Auditor Qualifications: Financial impact of unconfirmed loans (₹256.27 lakhs) and income tax demands (₹529.75 lakhs) is not quantified in the disclosure but represents significant potential liabilities.
Capital Structure Impact: The authorized capital increase resolution, if passed, will alter Clause V of the MOA and enable future equity issuance, potentially causing dilution.
Cash Flow Implications: No dividend declared for FY26; cash conserved for business expansion.

Board Composition: Significant changes with five new director appointments in 2026 following the demise of the previous MD (Mr. Vitthal Jajoo) and resignations of two KMPs and two directors.
Secretarial Audit Remarks: Two non-compliances noted: (1) Non-payment of annual listing fees to BSE; (2) Board composition not as per Act and LODR requirements (the company states this has been rectified as of the report date).
Internal Financial Controls: Auditors reported a material weakness regarding inadequate documentation of specific policies and IT controls.
Internal Auditor: Not appointed for FY26, which is a non-compliance with Section 138 of the Companies Act, 2013 for a listed company.

The Management Discussion & Analysis states a long-term aspiration to play a significant role in meeting financial requirements of retail and corporate clients and plans to foray into warehousing to diversify its product portfolio.
The company aims to scale up its book size cautiously while managing risks.