Tirupati Fincorp FY26 Net Loss ₹576L on RBI NBFC Ban

Total Revenue: ₹2,512.54 lakhs (FY 2024-25: ₹11,069.58 lakhs), representing a 77.31% decrease
Revenue Breakdown:
Interest Income: ₹1,381.64 lakhs (up 50.49% from ₹918.10 lakhs)
Securities Trading Revenue: ₹1,130.90 lakhs (down 87.89% from ₹9,334.50 lakhs)
Other Income: ₹0.00 lakhs (FY 2024-25: ₹816.99 lakhs, which included one-off item of ₹820.95 lakhs)
Total Expenses: ₹3,185.82 lakhs (down 71.43% from ₹11,152.71 lakhs)
Expense Breakdown:
Finance Costs: ₹1,329.59 lakhs (up 125.66% from ₹589.14 lakhs)
Impairment on Financial Instruments: ₹413.07 lakhs (up 411.72% from ₹80.74 lakhs)
Purchase of Stock-in-trade: ₹1,888.58 lakhs (down 81.61% from ₹10,271.69 lakhs)
Employee Benefit Expenses: ₹244.40 lakhs (up 36.13% from ₹179.58 lakhs)
Net Loss: ₹575.96 lakhs (FY 2024-25: net loss of ₹82.37 lakhs), representing a 599.24% increase in loss
Basic & Diluted EPS: (₹10.84) per share (FY 2024-25: (₹1.63) per share)

Total Assets: ₹11,983.07 lakhs (down 42.46% from ₹20,822.44 lakhs)
Loan Portfolio (Net): ₹8,721.75 lakhs (down 52.94% from ₹18,531.07 lakhs)
Gross Loans: ₹9,091.55 lakhs (all unsecured, repayable on demand)
Impairment Allowance: ₹369.80 lakhs (increased from ₹106.73 lakhs)
Investments (Net): ₹1,350.01 lakhs (down 10% from ₹1,500.01 lakhs)
Includes ₹1,500.00 lakh investment in preference shares of Sea Matrix Enterprise Limited
₹150.00 lakh impairment recognized on this investment
Stock-in-trade: ₹1,097.91 lakhs (up 188.99% from ₹379.87 lakhs)
Total Borrowings: ₹10,503.90 lakhs (down 46.33% from ₹19,573.00 lakhs)
Loans repayable on demand: ₹9,905.70 lakhs
Margin Trading Funding: ₹598.20 lakhs (secured against pledged securities)
Accrued Interest Payable: ₹1,276.02 lakhs (up from ₹586.94 lakhs)
Net Worth: ₹12.50 lakhs (down 97.87% from ₹585.83 lakhs)
Equity Share Capital: ₹531.17 lakhs (unchanged)
Other Equity: (₹518.67) lakhs (turned negative from ₹54.66 lakhs)
Retained Earnings: (₹1,040.42) lakhs

RBI Directive: Received Order dated June 19, 2025 from RBI under Section 45-IA of RBI Act, 1934, rejecting the company's application for fresh NBFC Certificate of Registration and directing immediate cessation of NBFC activities
Business Transition: Company ceased NBFC operations and altered Memorandum of Association to pursue automobile, electric vehicle, and allied automotive business
Trading Status: Equity shares remain suspended from trading on BSE since December 2015 due to GSM surveillance measures, with further suspension from June 2019 on penal/non-compliance grounds
Subsidiary Formation: TFL Supereco Automotive Private Limited incorporated on June 2, 2026, became subsidiary with proposed investment of up to ₹9,99,900

The AGM is scheduled for September 19, 2026, at 11:00 AM through Video Conferencing/Other Audio Visual Means with the following business:

Ordinary Business:

1. Adoption of Audited Standalone Financial Statements for FY 2025-26

2. Re-appointment of Mrs. Sheetal Mitesh Shah as Director retiring by rotation

3. Appointment of M/s CGCA & Associates LLP as Statutory Auditors for 5 years

Special Business:

4. Appointment of Mr. Rajesh Shantilal Vakharia as Executive Director for 5 years

5. Appointment of Mr. Rajesh Shantilal Vakharia as Chief Executive Officer for 5 years

6. Appointment of Mrs. Kinjal Darshit Parkhiya as Independent Director for 5 years

7. Adoption of new Memorandum of Association aligned with Companies Act, 2013

8. Adoption of new Articles of Association aligned with Companies Act, 2013

9. Shifting of Registered Office from Rajasthan to Maharashtra

Appointments:
Mr. Tejas Chandravadan Trivedi as Non-Executive Independent Director (August 11, 2025)
Mrs. Anita Chougule as Company Secretary & Compliance Officer (November 11, 2025)
Mr. Rajesh Shantilal Vakharia as CEO and Executive Director (August 6, 2026)
Mrs. Kinjal Darshit Parkhiya as Independent Director (August 6, 2026)
Resignations:
Mr. Ameya Bodas as Company Secretary (May 29, 2025)
Mr. Dhaval Babubhai Parekh as Non-Executive Non-Independent Director (July 1, 2025)
Mrs. Bansri Bhavesh Dedhia as CEO and Director (August 6, 2026)
Mr. Dipak Ishwarlal Parikh as Independent Director (August 6, 2026)
Re-designation: Mr. Arvind Jethalal Gala from Non-Executive Independent to Non-Executive Non-Independent Director (May 29, 2025)

Statutory Auditors (M/s JCR & Co. LLP) issued a disclaimer of opinion due to:

1. Unresolved matters from previous year regarding write-off of loan liabilities and income recognition of ~₹8.20 crores

2. Company continuing financing activities despite RBI directive to cease NBFC operations

3. Inability to verify correctness of interest expenses due to unavailability of loan documents

4. Erosion of more than 95% of net worth raising going concern considerations

Contingent Liabilities: Income tax demands of ₹25.69 lakhs for AY 2016-17 (₹1.35 lakhs) and AY 2017-18 (₹24.34 lakhs)
ESOP Plans: Company has ESOP Plan 2021 (124,500 options outstanding) and ESOP Plan 2022 (490,000 options outstanding)
Segment Reporting:
Lending & Financing: Revenue ₹1,381.64 lakhs, Segment Loss (₹318.73) lakhs
Investment & Trading: Revenue ₹1,130.90 lakhs, Segment Loss (₹332.05) lakhs
Internal Financial Controls: Auditors noted except for matters in disclaimer opinion, company has adequate internal financial controls
Secretarial Audit: M/s. Amruta Giradkar & Associates conducted secretarial audit with emphasis on RBI directive and trading suspension

Remote e-voting period: September 14, 2026 (9:00 AM) to September 18, 2026 (5:00 PM)
Cut-off date for voting eligibility: September 11, 2026
Register of Members and Share Transfer Books closed: September 13-19, 2026
AGM to be conducted through VC/OAVM without physical presence of members