Board Meeting Outcomes

The Board of Directors approved the following items:

1. Audited Financial Results: Approved audited standalone and consolidated financial results for the quarter and financial year ended March 31, 2026. The results will be published in newspapers and uploaded on the company website.

2. Auditor's Report: Approved the auditor's report on both standalone and consolidated financial results.

3. Regulatory Declaration: Approved declaration pursuant to Regulation 33(3)(d) of SEBI Listing Regulations.

4. Internal Auditor Re-appointment: Re-appointed M/s. Nexdgim Private Limited as Internal Auditor for FY 2026-27.

5. Compliance Officer Re-appointment: Re-appointed Mr. Tushar Desai as Chief Compliance Officer (Senior Managerial Personnel) for three years effective July 20, 2026, in compliance with RBI Circular (Ref.No.DoS.CO.PPG./SEC.01/11.01.005/2022-23 dated April 11, 2022).

6. CEO Resignation: Accepted resignation of Mr. Mithun Soni as Chief Executive Officer & Key Managerial Personnel effective May 31, 2026.

7. New CEO Appointment: Appointed Mr. Sanket Baheti as Chief Executive Officer & Key Managerial Personnel effective June 1, 2026.

The meeting commenced at 4:30 PM and concluded at 6:30 PM.

Financial Results - Standalone (Rs. in Lakhs)

Quarter Ended March 31, 2026 (Audited):

  • Total Income: (₹9,045.73) - negative
  • Total Expenses: ₹324.16
  • Loss before tax: (₹9,369.89)
  • Tax expenses: (₹1,244.20) - negative
  • Net loss after tax: (₹8,125.69)
  • Other comprehensive income: (₹1,576.18)
  • Total comprehensive income: (₹9,701.87)
  • Basic EPS: (₹648.74) - not annualized

Year Ended March 31, 2026 (Audited):

  • Total Income: ₹13,955.59
  • Total Expenses: ₹1,410.86
  • Profit before tax: ₹12,544.73
  • Tax expenses: ₹2,463.57
  • Net profit after tax: ₹10,081.16
  • Other comprehensive income: ₹3,004.81
  • Total comprehensive income: ₹13,085.97
  • Basic EPS: ₹804.86 (annualized)
  • Paid-up equity share capital: ₹125.25 lakhs (Face value ₹10 per share)
  • Other equity: ₹2,77,570.47 lakhs

Comparative Figures:

  • Q4 FY25: Net loss after tax (₹2,954.47)
  • FY25: Net profit after tax ₹34,016.16

Financial Results - Consolidated (Rs. in Lakhs)

Quarter Ended March 31, 2026 (Audited):

  • Net loss after tax: (₹8,125.69)
  • Share in loss of associates: (₹5,094.42)
  • Net loss after tax and share of associates: (₹13,220.11)
  • Total comprehensive income: (₹18,940.16)
  • Basic EPS: (₹1,055.46) - not annualized

Year Ended March 31, 2026 (Audited):

  • Net profit after tax: ₹10,081.16
  • Share in profit of associates: ₹9,285.79
  • Net profit after tax and share of associates: ₹19,366.95
  • Total comprehensive income: ₹22,258.43
  • Basic EPS: ₹1,546.21 (annualized)
  • Paid-up equity share capital: ₹125.25 lakhs
  • Other equity: ₹2,85,920.79 lakhs

Assets and Liabilities (Standalone as of March 31, 2026)

  • Total Assets: ₹3,04,219.46 lakhs
  • Financial Assets: ₹3,04,119.56 lakhs (including investments ₹2,77,190.06 lakhs)
  • Non-Financial Assets: ₹99.90 lakhs
  • Total Liabilities: ₹26,523.74 lakhs
  • Financial Liabilities: ₹764.90 lakhs
  • Non-Financial Liabilities: ₹25,758.84 lakhs (including deferred tax liabilities ₹25,636.62 lakhs)
  • Total Equity: ₹2,77,695.72 lakhs

Cash Flow Statement (Standalone FY2026)

  • Cash flow from operating activities: ₹7,907.43 lakhs
  • Cash flow from investing activities: (₹3,952.51) lakhs
  • Cash flow from financing activities: (₹2,254.84) lakhs
  • Net increase in cash: ₹1,700.09 lakhs
  • Cash equivalents at year-end: ₹2,045.14 lakhs

Key Notes to Financial Statements

1. The company is an NBFC (Non-Deposit taking) registered with RBI, engaged in investment/trading in shares/securities and lending activities.

2. Segment reporting: No separate reportable segments as per Ind AS 108.

3. Net gain/(loss) on fair value changes includes gains/losses on trading shares/securities, derivatives, and financial instruments at FVTPL.

4. Impairment on financial instruments represents provision made on standard loan assets @ 0.40% as per RBI prudential norms.

5. All loan assets are classified as 'Standard Assets' per RBI NBFC directions 2025.

6. New labour codes effective from November 21, 2025 - impact will be evaluated and accounted for in applicable periods.

7. Q4 figures are balancing figures between audited full-year and published unaudited YTD figures up to Q3.

8. Results uploaded on company website (www.winrocommercial.com) and BSE website.

9. Amounts below ₹500 denoted as "0.00".

10. Previous periods' figures regrouped/reclassified for consistency.