AGM Details and Voting Arrangements

The 33rd AGM will be held on Monday, September 28, 2026 at 12:30 PM IST through Video Conferencing/Other Audio Visual Means. The deemed venue is the Corporate Office at 2/7 Vasundhara Building, Sarat Bose Road, 8th Floor, Room No 802, Kolkata – 700020.

Remote e-Voting Period: September 25, 2026 (9:00 AM IST) to September 27, 2026 (5:00 PM IST) through CDSL

Cut-off Date: September 21, 2026 for determining voting rights

Share Transfer Book Closure: September 22, 2026 to September 28, 2026 (both days inclusive)

The company will send notices and annual reports electronically to members with registered email IDs. Physical copies available on request.

Business Items for AGM

Ordinary Business:

1. Adoption of Audited Financial Statements: To receive, consider and adopt Audited Standalone Financial Statements for FY ended March 31, 2026 with Reports of Board of Directors and Statutory Auditors

2. Appointment of Director Retiring by Rotation: Re-appointment of Mr. Dipak Sundarka (DIN: 05297111) who retires by rotation

3. Appointment of Statutory Auditor: Appointment of M/s. S Jaykishan, Chartered Accountants (FRN 309005E) as Statutory Auditors for five years (FY 2026-27 to FY 2030-31) at remuneration to be mutually agreed, replacing M/s. Biswas Dasgupta Datta & Roy

Special Business:

4. Alteration of Memorandum of Association: To alter Clause III(A) (Main Objects) to include new business activities:

  • Acquisition and dealing in loan portfolios, receivables, debt obligations, financial assets, distressed assets, NPAs
  • Business of acquisition, servicing, management, and resolution of distressed loan accounts
  • Portfolio servicing, collection management, and customer servicing
  • Financial arrangement services including debt syndication, loan syndication, project finance assistance
  • Receiving arrangement fees, advisory fees, servicing fees, and other lawful consideration

Subject to necessary approvals from RBI, Stock Exchanges, and other regulatory authorities

Financial Performance Highlights (₹ in Lakhs)

| Particulars | 2025-2026 | 2024-2025 |

| Total Revenue | 463.62 | 32.89 |

| Total Expenses | 569.14 | 84.27 |

| Profit/(Loss) Before Tax | (105.52) | (51.38) |

| Tax Expenses | 42.68 | (9.34) |

| Profit/(Loss) After Tax | (148.20) | (42.04) |

Key Financial Notes:

  • Total income increased significantly to ₹463.62 lakhs (from ₹32.89 lakhs previous year) mainly due to higher Fee and Commission Income
  • Expenses increased to ₹569.14 lakhs (from ₹84.27 lakhs) primarily due to net loss on fair value changes including F&O trading
  • No dividend recommended for the year to conserve resources
  • Authorized share capital increased to ₹17.50 crores divided into 3.50 crore equity shares of ₹5 each

Auditor Changes

M/s. Biswas Dasgupta Datta & Roy, Chartered Accountants (FRN 302105E) complete their term at the conclusion of the 33rd AGM.

The Board recommends appointment of M/s. S Jaykishan, Chartered Accountants (FRN 309005E) for a five-year term from FY 2026-27 to FY 2030-31.

Audit Fee Change: Proposed fee ₹1,50,000 per annum (150% increase from previous ₹60,000) due to increased scope and volume of audit work.

Corporate Governance and Board Changes

Board Composition Changes during FY 2025-26:

  • Mrs. Sonu Agarwal (Non-Executive Independent Director) resigned w.e.f September 1, 2025
  • Mrs. Diksha Chainwala Surana (Non-Executive Independent Director) resigned w.e.f July 9, 2025
  • Mr. Dipak Sundarka (DIN: 05297111) appointed as Non-Executive Non-Independent Director w.e.f July 9, 2025
  • Mr. Navin Kumar Jain (DIN: 08464298) appointed as Non-Executive Independent Director w.e.f September 1, 2025

Key Managerial Personnel Changes:

  • Mr. Tanish Sharma resigned as CEO w.e.f December 9, 2025
  • Mr. Deepak Jhunjhunwala resigned as CFO w.e.f August 13, 2026
  • Mrs. Bhawana Jha appointed as CFO w.e.f August 13, 2026

Board Meetings: 23 meetings held during FY 2025-26

Important Dates

  • AGM Date: September 28, 2026
  • Remote e-Voting: September 25-27, 2026
  • Cut-off Date: September 21, 2026
  • Book Closure: September 22-28, 2026

Voting Instructions

Shareholders can vote:

1. Through CDSL/NSDL e-Voting system for demat holders

2. Through CDSL e-Voting website (www.evotingindia.com) for physical shareholders

3. During AGM through VC/OAVM facility for those attending virtually