Key Decisions and Financial Results
The Board of Directors meeting, which commenced at 3:30 PM and concluded at 4:19 PM on July 31, 2026, approved the following matters:
1. Approval of Unaudited Financial Results: The Board approved the Unaudited (Standalone and Consolidated) Financial Results of the Company for the quarter ended June 30, 2026. The results were reviewed by the Audit Committee and include a Limited Review Report from the statutory auditors.
2. Standalone Financial Performance (₹ in Lakhs):
- Total Income: ₹281.76
- Profit Before Tax: ₹5.19 (compared to loss of ₹72.22 in Q1 June 2025)
- Profit For the Period: ₹5.19 (compared to loss of ₹72.22 in Q1 June 2025)
- Basic and Diluted EPS: ₹0.01 (compared to ₹-0.13 in Q1 June 2025)
- Paid-up equity share capital: ₹5,511.62 lakhs (55,116,200 shares of ₹10 each)
3. Consolidated Financial Performance (₹ in Lakhs):
- Total Income: ₹282.49
- Loss Before Tax: ₹12.10 (compared to loss of ₹84.16 in Q1 June 2025)
- Loss For the Period: ₹12.10 (compared to loss of ₹85.68 in Q1 June 2025)
- Basic and Diluted EPS: ₹-0.02 (compared to ₹-0.16 in Q1 June 2025)
4. Issuance of Non-Convertible Debentures: Approved issuance of Unlisted Non-Convertible Debentures (NCDs) on Private Placement basis with total issue size up to ₹5.74 crore (Rupees Five Crore Seventy Four Lakh only). The NCDs will be issued in multiple series with different tenures and interest rates:
- Category I: 13-month tenure, 11.75% p.a. quarterly interest, minimum subscription ₹20 lakhs
- Category II: 3-year tenure, 11.75% p.a. monthly interest, minimum subscription ₹50 lakhs
- Category III: 3-year tenure, 11.25% p.a. quarterly interest, minimum subscription ₹2 lakhs
- Category IV: 5-year tenure, 11.50% p.a. monthly interest, minimum subscription ₹2 lakhs
- Category V: For single investor upto ₹5 crore, 12.00% p.a. quarterly interest
- Secured Debentures will have pari-passu charge on certain current assets
- Interest will be paid on application money from date of realization till allotment
- Redemption amount: ₹1,00,000 per NCD (₹10,00,000 for Category V)
5. Fundraising Approvals:
- Approved raising funds by issuing debt securities by way of Private Placement
- Approved raising funds by way of External Commercial Borrowings
- Both subject to approval of shareholders in the ensuing Annual General Meeting
6. Management Re-appointment: Approved re-appointment of Mr. Kumar Nair (DIN: 00320541) as Managing Director and Chief Executive Officer for a term of 3 years effective September 1, 2026, subject to shareholder approval. Mr. Nair has over 35 years of experience in Financial Services, Capital Market and Investment Banking and is not related to any other Director/Manager of the Company.
Accounting Policy Change and Restatement
During the quarter ended March 31, 2026, the Company changed its accounting policy for investments in subsidiaries and associates from Fair Value Through Profit or Loss (FVTPL) to Cost Method. This change has been applied retrospectively, resulting in restatement of comparative figures for Q1 June 2025, excluding an unrealized gain of ₹129.54 lakhs for that quarter.
Change in Subsidiary Status
During Q4 FY26, the Company's shareholding in Vertex Securities Limited reduced from 53.04% to 42.43% due to non-subscription to rights issue. Consequently, Vertex Securities Limited ceased to be a subsidiary and became an associate effective March 30, 2026. This affects the comparability of consolidated financial results.
Enclosures
- Annexure I: Unaudited Financial Results with Limited Review Report
- Annexure II: Details of NCD Issuance
- Annexure III: Particulars of Managing Director & CEO