Abhinav Leasing & Finance Ltd

Book closure and AGM details

• Book closure: 09 September 2026 to 16 September 2026 (inclusive).
• Purpose: 2025-2026 Annual General Meeting.
• Record date: to be determined during closure for AGM eligibility.
• AGM date: 16 September 2026 at 11:00 AM.
• Security: Equity shares.
• E-voting: 12 September 2026 09:00 AM to 15 September 2026 05:00 PM.

AGM Details

• 42nd AGM on 16 September 2026 at 11:00 AM at the registered office.
• Register of Members and share transfer books closed 9–16 September 2026 (inclusive).
• Remote e-voting from 12 September 2026 09:00 AM to 15 September 2026 05:00 PM.

Resolutions Proposed

• Ordinary: adopt audited financial statements for year ended 31 March 2026.
• Ordinary: re-appoint Atul Kumar Agarwal as director.
• Special: increase authorised share capital and alter MOA.
• Special: approve preferential issue of convertible warrants aggregating INR 6 Crores to non-promoter entities.
• Special: approve related party transactions with listed related parties up to INR 5 Crores per transaction.

Preferential Issue Details

• Up to 6,00,00,000 convertible warrants issued at INR 1 per warrant.
• Warrants exercisable into equal equity shares within 18 months.
• Floor price/date determined as 14 August 2026.
• Warrants not listed; equity shares to be listed after conversion.
• Board authorized to finalize terms and obtain regulatory approvals.
• Lock-in: 6 months from trading approval.

Material Related Party Transactions

• Svam Software Limited: services and related party transactions up to INR 5 Crores.
• Aether Capital Private Limited: services/ICDs up to INR 1.50 Crores.
• Tridev Infra Estates Limited: services/ICDs up to INR 1.50 Crores.
• Aglow Financial Services Private Limited: services/ICDs up to INR 1.50 Crores.
• Sarnimal Investment Limited: services/ICDs up to INR 1.50 Crores.
• Chrishmatic Developers Private Limited: services/ICDs up to INR 1.50 Crores.
• MidasGlobal Securities Private Limited: services/ICDs up to INR 1.50 Crores.
• Panatic Industries Limited: services/ICDs up to INR 1.50 Crores.
• VardanCeqube India Investment Fund: services/ICDs up to INR 1.50 Crores.

Directors / Appointments

• Atul Kumar Agarwal re-appointment as director, subject to terms in the agreement.

Financial performance

• Revenue from operations: Rs 6,49,34,034.60.
• Total income: Rs 6,55,44,828.92.
• Profit before tax: Rs 9,15,420.92.
• Net profit: Rs 65,92,992.20.
• Basic EPS: Rs 0.132.
• Dividend declared: Nil.
• YoY: revenue rose to Rs 6.49 crore from Rs 3.92 crore.
• YoY: net profit rose to Rs 6.59 million from Rs 2.30 million.

Capital structure & liquidity

• Authorized capital Rs 5 crore; paid-up capital Rs 4.999 crore.
• Net worth Rs 5.00 crore (Rs 5,00,42,779).
• Long-term borrowings Rs 3.80 crore; short-term borrowings nil.
• No public deposits accepted in FY2025-26.
• Listed on MSE; 2025-26 listing fee paid.
• NBFC-ICC RBI registration No. B-14.02146.

Governance & board

• Board comprised six directors as of 31 Mar 2026.
• Prateek Singh joined as ID; resigned 12 Aug 2026.
• CS Geeta resigned 28 Feb 2026; Deepanshu Mittal appointed 4 Jun 2026; resigned 9 Jun 2026.
• Eight board meetings held in FY2025-26.
• Audit Committee chaired by Rajeev Garg; Nomination & Remuneration; Stakeholders Relationship committees in place.
• Board evaluation conducted on 13 Feb 2026.

Audit, risk & internal controls

• Statutory Auditor: M/s GAMS & Associates LLP.
• Internal Auditor: M/s Sandeep Kumar Singh & Co.
• Secretarial Auditor: CS Divya Rani; MR-3 submitted.
• Accounting software audit trails missing; management to upgrade.
• Internal controls adequate; audits reviewed by Audit Committee.
• No fraud reported during the year.

Related party disclosures

• Annexure A and Note 28 disclose related parties and transactions.
• Total related party transactions with KMP and related parties approx Rs 1.94 crore.
• Notable related parties include Avlow Financial Services Pvt Ltd, Jolly Plastic Inds Ltd, etc.

Risk & opportunities

• Opportunities include higher income levels, regulatory reforms, securitization, and new products.
• Threats include inflation, competition, adverse economic conditions, and rate/exchange risk.
• Management focuses on sustainable growth, risk management, and liquidity buffers.

Compliance & other disclosures

• POSH not applicable due to fewer than 10 employees.
• CSR not applicable under Section 135.
• Vigil mechanism in place; whistleblower policy adopted.
• No material litigations or significant commitments.

Fundraising via convertible warrants

• Board approved issue of up to 6,00,00,000 warrants convertible into equity shares at ₹1 each.
• Private placement to selected non-promoter investors.
• Upfront 25% and balance 75% payable at exercise.
• Warrants exercisable within 18 months from allotment.
• Aggregate issue size ₹6 crore; subject to approvals.
• Investors named: Amrabathi Investra Private Limited, Masatya Technologies Private Limited, Vardan Ceqube India Investment Fund, Panafic Industrials Limited.
• Post-allotment, shares rank paripassu with existing equity.

Capital structure

• Board approved increase in authorised capital from ₹5 crore to ₹12 crore.
• MOA Clause V to be amended accordingly.
• Directors/officers authorized to file filings and obtain member approval.

Annual General Meeting

• 42nd AGM proposed for 16 September 2026 at 11:00 AM.
• Venue: Registered Office, Delhi.
• Draft AGM Notice and explanatory statement to be finalized and circulated.

Appointments

• Amit Kumar appointed Registered Valuer for proposed preferential issue.
• Sandeep Kumar Singh appointed Scrutinizer for e-voting at AGM.

Other regulatory and operational matters

• Warrants to be listed on BSE subject to approvals.
• Authorised officers to file necessary forms with ROC and regulators.
• Warrants will be issued at ₹1 per warrant.

Meeting Details

• Date: 20 August 2026; Time and venue not disclosed.

Key Agenda Items

• Consider and approve raising funds via preferential allotment of share warrants convertible into equity.
• Increase authorised share capital and alter Capital Clause of Memorandum of Association.
• Details of warrants: number, issue price, conversion terms, and proposed allottees.
• Draft notice for 42nd AGM seeking approval for preferential warrant issue.
• Appointment of a registered valuer for the proposed warrants issue.
• Appointment of Scrutinizer for e-voting at the ensuing AGM.
• Any other matter with the Chair's permission.

Other Notes

• Trading window closure periods not specified.

Resignation details

• Resigning director: Mr. Prateek Singh, Independent Director, ceased on 12 August 2026.
• Reason: personal reasons; no other material reasons disclosed.
• Effective date: 12 August 2026.
• Board/committee memberships affected: none disclosed.
• Other listed entities with directorships: none disclosed.
• Regulatory/shareholder approval: not mentioned.
• Consequential changes to board/committee composition: not stated.
• Resignation letter dated 12 August 2026.
• Requested filing of resignation with Registrar of Companies.

Financial results

• Unaudited standalone results for quarter ended 30 June 2026 approved.
• Revenue from operations: 81.32 lakh; total income: 81.32 lakh.
• Expenses totaled 65.64 lakh; profit before tax: 15.68 lakh.
• Basic and diluted EPS: 0.031.
• Limited Review Report from statutory auditors enclosed.

Board decisions

• Independent Director Prateek Singh resigned; effective 12 August 2026.
• Resignation due to personal reasons; no material disputes.

Regulatory/compliance

• IPO proceeds: no deviation or variation; Regulation 32 confirmation.
• Not required to submit deviation statement per Regulation 32.

Other actions

• Board meeting held on 12 August 2026; results approved.
• Statutory auditors carried out limited review for the quarter.

Meeting Details

• Board meeting scheduled for 12 August 2026 at the company's registered office.

Key Agenda Items

• To consider and approve unaudited quarterly financial results (quarter ended not specified).

Other Notes

• Trading window to close 48 hours after results are made public on 12 August 2026.