Abans Financial Services Ltd

Abans Financial Services Limited — Trading Window will remain closed from Thursday, October 01, 2026, till the end of 48 hours after the declaration of the Unaudited Standalone and Consolidated Financial Results of the Company for the quarter and half year ended September 30, 2026

ESOP Allotment Update

• Total ESOP allotment revised to 3,75,365 equity shares, pari-passu with existing shares.
• Revised issued, subscribed and paid-up capital stands at Rs 10,24,30,248 across 5,12,15,124 shares of Rs 2 each.
• Intimation dated September 10, 2026 stands modified accordingly.

AGM details

• AGM held on 10 September 2026 via VC/OAVM; proceedings run from 3:00 PM to 3:46 PM.

Record date & shareholder base

• Record date set for voting; large base of shareholders on record.

Key resolutions & outcome

• Resolution 1: standalone financials adopted; passed.
• Resolution 2: consolidated financials adopted; passed.
• Resolution 3: director re-appointment by rotation approved.

Dividend

• No dividend proposed or approved.

Director changes

• Director re-appointment by rotation approved.

AGM Details

• AGM held on 10 September 2026 at 3:00 PM IST via VC/OAVM.
• Vote cut-off date: 3 September 2026; e-voting from 7–9 September and during AGM.
• Attendance: 59 members; 14,024 shareholders on cut-off.
• Venue deemed at registered office due to VC/OAVM participation.
• Auditors' reports issued unmodified; opinions not qualified.

Resolutions

• Adopt standalone financial statements and Board's report for FY ended 31 March 2026.
• Adopt consolidated financial statements and auditors' report for FY ended 31 March 2026.
• Re-appoint director retiring by rotation (Mr. Abhishek Pradeepkumar Bansal) for a new term.

Voting Results

• Outcome: deemed passed, subject to receipt of requisite votes.

Director Changes

• Mr. Abhishek Pradeepkumar Bansal retires by rotation and seeks re-appointment.

Auditors

• Statutory auditors CNK & Associates LLP and secretarial auditors Parikh & Associates reported unmodified opinions.

Key Update

• Allotted 3,77,831 equity shares (Rs 2 each) under ESOP Scheme 2023 on Sep 10, 2026.
• Post allotment, issued, subscribed and paid-up capital rises to Rs 10,24,35,180.
• Total equity shares after allotment: 5,12,17,590 at face value Rs 2.

Financial highlights

• Total Income (Consolidated) ₹23,87,915.71 Lakhs in FY2025-26.
• PBT ₹12,069.50 Lakhs; PAT ₹10,515.86 Lakhs.
• PAT attributable to owners ₹9,631.91 Lakhs.
• Basic and diluted EPS ₹20.78.
• ROE 8.4% (FY2024-25 was 10.0%).
• Debt-to-Equity ratio 0.55; current ratio 1.95.
• Net debt at year end: -₹55,585.49 Lakhs; net gearing -0.41.
• Dividend: no dividend declared for FY25-26.
• Consolidated segment mix driven by Principal Investment & Treasury; fee-based income steady.
• GIFT City Fund Management Entity live; AUM scale expected to rise.
• Merger consolidation: four broking entities merged into ABSPL; approvals in progress.
• AFSL aligned across SEBI RBI IFSCA and other frameworks.
• NCD delisting: Abans Finance Private Limited NCDs delisted post year-end.

Segment performance

• Fee Based Investment Services revenue ₹19,081.23 Lakhs.
• Principal Investment & Treasury revenue ₹23,664,78.78 Lakhs.
• Lending & Credit Solutions revenue ₹2,205.21 Lakhs.
• Others / Unallocable revenue ₹150.49 Lakhs.
• EBIT: Fee Based Investment Services ₹10,424.18 Lakhs.
• EBIT: Principal Investment & Treasury ₹1,088.44 Lakhs.
• EBIT: Lending & Credit Solutions ₹1,237.80 Lakhs.
• EBIT: Others ₹113.62 Lakhs.

Capital and liquidity

• Total assets ₹2,90,710.43 Lakhs; total equity ₹1,35,166.21 Lakhs.
• No dividend for FY2025-26; dividend policy available on website.
• Rights issue by Abans Capital Private Limited; 327 shares at ₹12,90,000 each; 0.26% stake rise.
• Mauritius subsidiary Abans Capital Strategies Limited established on 02 Oct 2025.
• Scheme of arrangement: amalgamation of four subs to Abans Broking Services; approvals ongoing.
• GIFT City IFSC Fund Management Entity commenced full operations.
• Post-year-end: registered office moved within Nariman Point; new address disclosed.

Governance and leadership

• Board composition: eight directors; four Independent including one woman (Ashima Chhatwal).
• Post-year-end changes: Nirbhay Vassa (CFO) resigned 15 May 2026; Karan Heda appointed 15 May 2026.
• Hariharan Iyer Independent Director term ended 6 Aug 2026; Naresh Tejwani resigned 6 Aug 2026.
• ESOP 2023 and ESOP 2024: 82,667 ESOPs allotted; 9,68,644 options outstanding.
• Total ESOP expense for FY2025-26: ₹686.75 Lakhs.
• Independent Directors familiarisation and performance evaluation processes disclosed.
• Statutory auditors: M/s C.N.K & Associates LLP; Secretarial auditors: Parikh & Associates.

Corporate actions and RPTs

• Related Party Transactions reviewed by Audit Committee; arm's length; quarterly omnibus approvals.
• Policy on materiality of RPTs updated per SEBI LODR Fifth Amendment 2025.
• No material non-arm's length RPTs reported; all disclosures in notes to financials.
• Secretarial audit reports for material subsidiaries disclosed with Annexures.
• Management discussion and governance disclosures aligned with SEBI LODR.

CSR and ESG

• CSR expenditure for FY2025-26: ₹7,82,237; fully utilised; CSR policy on website.
• CSR initiatives include hunger eradication, education and health under Schedule VII.
• BRSR report published; ESG governance embedded in risk and compliance.

Audits and controls

• Statutory audit: CNK & Associates LLP; Secretarial audit: Parikh & Associates; Internal audit by V C Shah & Co.
• Auditors’ reports: no material qualifications; going concern and internal controls retained.
• Two-way framework for auditor governance and ISF-based oversight implemented.

Outlook and risks

• India's growth remains supportive; AFSL's multi-vertical model positions resilience.
• Geopolitical tensions and commodity volatility pose mark-to-market risks.
• Regulatory changes and labour-code implementation key uncertainty; governance to respond.

Trading Plan Details

• Trading Plan received from Mr. Jignesh Dinesh Shah, AVP, Designated Person under PIT Regulations.
• Plan approved by Compliance Officer under the Code of Conduct for Insiders.
• Trading Plan submitted under Regulation 5 of SEBI PIT Regulations, 2015.

Trading Plan Details

• Trading plan submitted under SEBI PIT Regulations for designated person Jignesh Shah.
• Current holdings: 12,700 shares; proposed sale: 9,700 shares.
• Approval sought for Self / Immediate Relative; period: 28 Dec 2026 to 01 Jan 2027.
• Trading plan approved by Compliance Officer.
• Designated person: Jignesh Dinesh Shah, Employee No. 40149.