AGM Details

  • Date: Tuesday, September 29, 2026
  • Time: 11:00 AM IST
  • Mode: Video Conferencing/Other Audio Visual Means (VC/OAVM)
  • Record Date: September 22, 2026
  • Book Closure: September 23, 2026 to September 29, 2026 (both days inclusive)
  • E-voting Period: September 26, 2026 (9:00 AM) to September 28, 2026 (5:00 PM)
  • Scrutinizer: CS Kriti Daga, Practicing Company Secretary

Business to be Transacted

Ordinary Business:

1. Adoption of audited standalone financial statements for FY ended March 31, 2026

2. Re-appointment of Mr. Goutam Bose (DIN: 02504803) who retires by rotation

Special Business:

3. Re-appointment of Mrs. Rajeswari Bangal (DIN: 09440356) as Independent Director for 2nd term of 5 years effective February 12, 2027

4. Re-appointment of Mrs. Swagata Dasgupta (DIN: 08212560) as Independent Director for 2nd term of 5 years effective February 12, 2027

Financial Performance (Standalone)

| Particulars | FY 2025-26 (₹ Lakh) | FY 2024-25 (₹ Lakh) |

| Revenue including Other Income | 617.64 | 937.72 |

| Profit/(Loss) before Tax | (281.38) | (65.43) |

| Profit/(Loss) after Tax | (259.92) | 135.81 |

| Profit/(Loss) carried forward | (57.23) | 263.57 |

Dividend: No dividend recommended for FY 2025-26

Key Financial Position (as at March 31, 2026)

  • Share Capital: ₹10,703.28 lakh (1,070,328,000 equity shares of ₹1 each)
  • Loans & Advances: ₹9,267.00 lakh (net of ECL provision)
  • Investments: ₹293.76 lakh (quoted equity shares and commodities)
  • Cash & Bank Balances: ₹50.01 lakh
  • Total Assets: ₹12,178.23 lakh

Board of Directors

  • Mr. Goutam Bose (Chairman & Managing Director) - DIN: 02504803
  • Mrs. Swagata Dasgupta (Independent Director) - DIN: 08212560
  • Mrs. Rajeswari Bangal (Independent Director) - DIN: 09440356
  • Mrs. Haimonti Das (Independent Director) - DIN: 09705524
  • Mrs. Sudipta Bhattacharya (Independent Director) - DIN: 09708283

Key Managerial Personnel

  • Mr. Pravin P. Talwatkar (Chief Financial Officer)
  • Ms. Priya Mittal (Company Secretary) - ACS 55780

Audit Qualifications & Emphasis of Matters

The statutory auditors included several emphasis of matters in their report:

1. Unconfirmed Balances: Balances in loans & advances (₹9,267.00 lakh), other advances (₹2,108.63 lakh), trade receivables (₹168.04 lakh), trade payables (₹7.63 lakh) are subject to confirmation/reconciliation

2. Non-recognition of Interest: Interest not recognized on:

  • Outstanding advances of ₹2,108.63 lakh
  • Outstanding loans of ₹1,710.26 lakh

Total: ₹3,818.89 lakh

3. Expected Credit Loss: Company has undertaken ECL provisioning as required by Ind AS 109

4. Bad Debts Written Off: ₹235.71 lakh written off as bad and doubtful debts

5. Internal Controls: Need for strengthening internal control design commensurate with growing business size

6. MSME Dues: Identification of MSME vendors and computation of interest on delayed payments subject to ongoing reconciliations

Corporate Governance

  • Board met 8 times during FY 2025-26
  • All directors attended all board meetings
  • Company has established Audit Committee, Nomination & Remuneration Committee, and Stakeholders' Relationship Committee
  • Familiarization program for independent directors conducted
  • Whistle Blower Policy and Code of Conduct implemented

Related Party Transactions

All related party transactions were in ordinary course of business and at arm's length basis. Significant transactions include:

  • Investments in related entities: Khoobsurat Limited (₹0.12 lakh), Jackson Investments Limited (₹12.97 lakh), Voltaire Leasing & Finance Limited (₹25.75 lakh)
  • Director remuneration: Mr. Goutam Bose (₹7.26 lakh), Mr. Pravin P. Talwatkar (₹5.64 lakh), Ms. Priya Mittal (₹2.40 lakh)

Risk Factors

  • Market risk from quoted investments
  • Liquidity and interest rate risk
  • Credit risk on loans and advances
  • Operational risk
  • Regulatory compliance risk

Important Dates and Compliance

  • AGM Date: September 29, 2026
  • E-voting: Through NSDL from September 26-28, 2026
  • Annual Report Availability: On company website www.nclfin.com and BSE website
  • Compliance Certificate: Secretarial audit report confirms compliance with applicable laws

Capital Structure Impact

No change in share capital during the year. Paid-up equity share capital remains at ₹10,703.28 lakh consisting of 1,070,328,000 equity shares of ₹1 each.

Cash Flow Implications

  • Net cash from operating activities: ₹88.43 lakh
  • Net cash used in investing activities: ₹(4.27) lakh
  • Net cash used in financing activities: ₹(59.69) lakh
  • Net increase in cash & cash equivalents: ₹24.48 lakh

Forward-looking Statements

The Directors' Report contains cautionary statement that forward-looking statements are subject to risks and uncertainties. Actual results could differ materially from those expressed or implied.

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