Paid-up Share Capital: ₹57,16,66,670 (57,16,66,670 equity shares of ₹1 each) as of March 31, 2026
Interim Dividend: Declared ₹0.01 per equity share (1%) on June 20, 2025
Rights Issue: Allotted 125,619,642 equity shares at ₹1 per share, aggregating ₹12,56,19,642 on April 13, 2026, increasing paid-up capital to ₹69,72,86,312
CSR Expenditure: ₹7.00 lakhs spent against a requirement of ₹6.94 lakhs
Total Assets: ₹15,870.62 lakhs (March 31, 2025: ₹13,702.11 lakhs)
Total Liabilities: ₹6,739.20 lakhs (March 31, 2025: ₹5,768.23 lakhs)
Secretarial Auditors: M/s. Feni Shah & Associates (Practicing Company Secretary)
Internal Auditors: M/s. Spire Risk Advisors LLP
Promoters: Amarr Narendra Galla, Ssamta A. Gaala, and other promoter group entities
Key Managerial Personnel: Amarr Narendra Galla (Managing Director), Ssamta A. Gaala (Whole Time Director), Nishith Kartik Pandit (CFO from July 24, 2026), Anshul Bajaj (Company Secretary)
Purpose/Rationale
The Annual Report provides a comprehensive overview of the company's financial performance, operational highlights, corporate governance practices, and compliance with regulatory requirements for FY 2025-26.
The Rights Issue aims to repay unsecured loans from promoters, augment the capital base, and fund general corporate purposes.
The AGM seeks shareholder approval for ordinary business (adoption of financial statements, director re-appointment) and special business (approval of material related party transactions).
Financial Impact
The company's profitability improved significantly, with net profit more than doubling from the previous year.
The Rights Issue resulted in an inflow of ₹12.56 crore and an increase in paid-up capital.
The related party transactions, if approved, involve loans and remuneration to promoters/promoter group entities, with proposed limits of ₹50 crore per annum per entity for loans and up to ₹15 lakhs per month for remuneration.
Capital Structure Impact
The Rights Issue increased the number of equity shares from 57,16,66,670 to 69,72,86,312, leading to dilution for existing shareholders.
The sub-division of shares from ₹10 to ₹1 face value increased the number of shares without changing the aggregate paid-up capital.
Cash Flow Implications
Cash flow from operating activities showed a net outflow of ₹160.87 lakhs, primarily due to loan disbursements.
Financing activities generated a net inflow of ₹221.16 lakhs, mainly from borrowings.
Investing activities resulted in an outflow of ₹60 lakhs for investments.
Forward-Looking Guidance
The Management Discussion and Analysis expresses cautious optimism about opportunities in the financial services sector, focusing on disciplined growth, prudent capital management, and operational efficiency.
The company plans to expand and diversify operational activities to tap higher revenues.
Material Changes
Increase in authorized share capital from ₹60 crore to ₹180 crore.
Allotment of Rights Issue shares post-year-end.
Changes in key managerial personnel: cessation of Yogesh Mule as CFO (April 30, 2026) and appointment of Nishith Kartik Pandit (July 24, 2026); cessation of Jayesh G. Patel as independent director (March 10, 2026) and appointment of Abhishek Suresh Kyal (May 11, 2026).
Governance and Compliance
The board comprises 4 directors, including 2 independent directors and one woman director.
The company has constituted mandatory committees: Audit, Nomination & Remuneration, and Stakeholders Relationship Committee.
Secretarial audit reported minor observations regarding timelines for regulatory submissions, which management is addressing.
No frauds were reported by auditors under Section 143(12) of the Companies Act, 2013.
The company complied with applicable SEBI LODR regulations and RBI guidelines for NBFCs.
Related Party Transactions
The company seeks shareholder approval for material related party transactions with promoters and promoter group entities, involving loans up to ₹50 crore per annum per entity and remuneration up to ₹15 lakhs per month.
Transactions are stated to be at arm's length and in the ordinary course of business.
