Regency Fincorp Approves ₹312.15 Cr Preferential Issue

The Board considered and approved the following agenda items:

Approved Monday, 12th October, 2026 as the Relevant Date for calculation of issue price for the proposed preferential issue, in terms of Explanation to Regulation 161 of SEBI ICDR Regulations, 2018.
Took note of the Valuation Report dated 15th October, 2026 issued by Mr. Sandeep Agrawal, a Registered Valuer (IBBI Membership No. IBBI/RV/06/2020/13344, ICAI RVO Enrolment No. ICAIRVO/06/RV-P00070/2020-2021).

Approved increase in authorized share capital from existing ₹95,00,00,000 (Rupees Ninety Five Crore Only) divided into 9,50,00,000 (Nine Crore Fifty Lakh) Equity shares of ₹10/- each to ₹152,00,00,000 (Rupees One Hundred Fifty Two Crore Only) divided into 15,20,00,000 (Fifteen Crore Twenty Lakh) Equity shares of ₹10/- each.
The increase of ₹60,00,00,000 (Sixty Crore) requires alteration of Clause V of the Memorandum of Association.
Subject to approval of shareholders at the forthcoming 2nd Extra Ordinary General Meeting for FY 2026-27.

Approved issuance of 1,42,66,412 (One Crore Forty Two Lakh Sixty Six Thousand Four Hundred Twelve) Equity Shares of face value ₹10/- each.
Issue price: ₹50.50 per share (including premium of ₹40.50 per share).
Total issue size: ₹72,04,53,806 (Rupees Seventy Two Crore Four Lakh Fifty Three Thousand Eight Hundred Six Only).
To be issued to Promoters and Non-Promoters/Public shareholders on preferential basis.
Subject to approval of shareholders at the forthcoming 2nd Extra Ordinary General Meeting.
The list of 61 allottees includes 3 promoter entities and 58 public entities, with allocations ranging from 7,920 shares to 25,63,683 shares.

Approved issuance of 4,75,46,030 (Four Crore Seventy Five Lakh Forty Six Thousand Thirty) Warrants convertible into equivalent number of Equity Shares.
Issue price: ₹50.50 per warrant (including premium of ₹40.50 per warrant).
Total issue size: ₹240,10,74,515 (Rupees Two Hundred Forty Crore Ten Lakh Seventy Four Thousand Five Hundred Fifteen Only).
Each warrant convertible into one equity share within 18 months from date of allotment.
Conversion can be exercised in one or more tranches upon payment of full warrant price.
Subject to appropriate adjustment for corporate actions during interim period.
To be issued to Promoter and Non-Promoters/Public shareholders.
Subject to approval of shareholders at the forthcoming 2nd Extra Ordinary General Meeting.
The list of 56 allottees includes 3 promoter entities and 53 public entities, with allocations ranging from 2,000 warrants to 39,60,396 warrants.

Appointed Infomerics Valuation and Rating Limited as Monitoring Agency for the preferential issue of Equity Shares and Warrants.

The total funds raised (₹312.15 Crore) will be utilized as follows:
Acquisition of company with Digital Lending Platform: Up to ₹120.00 Cr (Within 1 year)
Acquisition of company with Gold Loan Business: Up to ₹75.00 Cr (Within 6 months)
Onward Lending Purposes - MSME Loans: Up to ₹65.00 Cr (Within 2 years)
General Corporate Purposes: Up to ₹52.15 Cr (Within 2 years)

Based on recommendation of Nomination and Remuneration Committee meeting held on 15th October, 2026, the Board approved formulation and implementation of Regency Fincorp Limited - Employee Stock Option Scheme 2026 (ESOP 2026).
The scheme complies with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.
Pool size: 1,00,00,000 (One Crore) options, each exercisable into one fully paid-up equity share of ₹10/- face value.
Exercise price will be equal to market price on relevant date, but not less than face value.
Maximum exercise period: 10 years from vesting date.
Subject to approval of shareholders at the forthcoming 2nd Extra Ordinary General Meeting.

Appointed Mr. Devender Singh (M. No: A76094; CoP: 28056), Proprietor of M/s Devender Singh and Associates, as Scrutinizer for remote e-voting and ballot process at the EGM.

Approved Notice of 2nd Extra-Ordinary General Meeting for FY 2026-27 to be held on Wednesday, 11th November, 2026 at 1:00 PM at the registered office of the Company.
Calendar of Events for EGM:
Date of BENPOS for sending notice: 16th October, 2026
Date of completion of dispatch of notice: Monday, 19th October, 2026
Cut-off date for E-Voting: Thursday, 5th November, 2026
Voting Start Date & Time: Sunday, 8th November, 2026 (9:00 AM)
Voting End Date & Time: Tuesday, 10th November, 2026 (5:00 PM)
Date & Time of EGM: Wednesday, 11th November, 2026 at 1:00 PM
Date of declaration of EGM results: Latest by Friday, 13th November, 2026
Scrutinizer: Mr. Devender Singh

All agenda items requiring shareholder approval will be voted on at the 2nd Extra Ordinary General Meeting scheduled for 11th November, 2026.