Board Meeting Details

The Board of Directors meeting was held on Friday, 13th November 2026, commencing at 02:00 PM and concluding at 04:00 PM.

Key Business Transacted

1. Approval of Financial Results

The Board approved the Unaudited Financial Results of the Company for the Quarter and half year ended 30th September 2026. The results along with Auditors Report were enclosed.

2. Rights Issue Approval (Regulation 30 Disclosure)

  • Rights Issue Size: 88,56,750 Equity Shares of Face Value of ₹10 each
  • Aggregate Amount: ₹9,74,24,250
  • Rights Issue Price: ₹11 per Equity Share (including a premium of ₹1 per Rights Equity Share)
  • Rights Entitlement Ratio: 7 Equity Shares for every 4 existing Equity Shares held
  • Issue Timeline:
  • Issue Opening date: Monday, December 07, 2026
  • Last date for on Market Renunciation: Wednesday, December 29, 2026
  • Issue Closing date: Tuesday, January 05, 2027

3. Record Date Determination (Regulation 42 Disclosure)

  • Record Date: Wednesday, November 25, 2026 for determining equity shareholders entitled to Rights Entitlement
  • RE ISIN: INE628F20019
  • The Company has made necessary arrangements with NSDL and CDSL for credit of Rights Entitlement in dematerialized form

Financial Results Summary (Quarter ended September 30, 2026)

Income Statement Highlights

  • Total Revenue from Operations: ₹87.81 lakhs (Quarter), ₹115.97 lakhs (Half-year)
  • Net Profit/(Loss) before tax: ₹45.43 lakhs (Quarter), ₹(34.70) lakhs (Half-year)
  • Net Profit/(Loss) after tax: ₹37.16 lakhs (Quarter), ₹(35.41) lakhs (Half-year)
  • Earnings Per Share (Basic/Diluted): ₹0.73 (Quarter), ₹(0.70) (Half-year)

Balance Sheet Position (as at September 30, 2026)

  • Total Assets: ₹1,516.72 lakhs
  • Financial Assets: ₹1,416.76 lakhs (including Loans: ₹1,273.52 lakhs)
  • Total Liabilities: ₹1,414.24 lakhs
  • Equity: ₹102.47 lakhs (Equity Share Capital: ₹506.10 lakhs, Other Equity: ₹(403.63) lakhs)
  • Net Owned Funds: ₹19.40 lakhs (below regulatory requirement)

Auditor's Qualified Opinion Key Points

Net Owned Funds Deficiency

  • Company required to maintain minimum NOF of ₹500 lakhs by 31 March 2025 per RBI circular DOR.CRE.REC.No.60/03.10.001/2021-22
  • NOF stood at ₹(64.19) lakhs as at 31 March 2026 and ₹19.40 lakhs as at 30 September 2026
  • RBI email dated 30 January 2026 regarding deficiency, company replied on 11 February 2026 proposing rights issue of ₹1,000 lakhs
  • SEBI in-principle approval for Rights Issue Letter of Offer received on 7 October 2026
  • NOF deficiency continues as of 30 September 2026

Inter-Corporate Deposit Restructuring

  • ICD of ₹750.00 lakhs originally due by 31 March 2026
  • Terms revised with principal repayable by 20 April 2026 (as per June 2026 disclosure)
  • Further revised by agreement dated 15 March 2026 extending repayment to 18 October 2027
  • As of 30 September 2026: Principal outstanding ₹520.00 lakhs, Interest outstanding ₹2.74 lakhs
  • Board approved revised agreement on 14 August 2026

Loan Portfolio Restructuring

  • Loans to ten parties with original due dates between 19-24 April 2026
  • Outstanding as of 31 March 2026: Principal ₹1,000.00 lakhs, Interest ₹120.00 lakhs
  • Revised by agreement dated 15 March 2026 extending repayment to 15 March 2027
  • Recognized interest income of ₹63.58 lakhs for H1 Sep 2026
  • Borrowers repaid ₹360.79 lakhs during the year
  • Board approved revised agreements on 14 August 2026

Material Going Concern Uncertainty

  • Continued NOF non-compliance and risk of RBI registration cancellation
  • Financial statements prepared on going concern basis assuming NOF remediation through rights issue

High Leverage Ratio

  • Leverage ratio (total outside liabilities/owned fund): 14.76 times as at 30 September 2026
  • Exceeds RBI prescribed maximum of 7 times for NBFC-Base Layer

Additional Notes from Financial Statements

Promoter Director Loan Restructuring

  • Unsecured loan from Promoter Director: ₹250.00 lakhs (6 tranches), repaid ₹12.50 lakhs
  • Revised terms include:
  • Waiver of all accrued interest retrospectively from 1 April 2025
  • Treatment as interest-free loan
  • Waiver of repayment due from 1 April 2025
  • Tenure extended to 61 months
  • Interest @10% p.a. if dividend declared during loan subsistence
  • Pre-payment option if promoter infuses equity funds
  • Accounting treatment:
  • Reversal of interest (Apr-Sep 2025): ₹14.09 lakhs
  • Fair value gain: ₹126.18 lakhs in Q4 FY2026
  • Interest unwinding (Apr 2025-Mar 2026): ₹17.89 lakhs
  • Interest unwinding (Apr-Sep 2026): ₹10.00 lakhs

Default Status

  • Interest default on ICD: ₹2.74 lakhs as on 30 September 2026

Financial Impact Assessment

  • Rights issue intended to address NOF deficiency of approximately ₹480.60 lakhs (₹500 lakh requirement minus ₹19.40 lakh current NOF)
  • Financial impact of regulatory non-compliance not quantified but includes potential registration cancellation
  • Going concern assumption dependent on successful rights issue completion