Avon Mercantile Ltd

Avon Mercantile Limited trading window closed from October 1, 2026 until 48 hours after the unaudited quarterly and half-yearly results for the period ended September 30, 2026

AGM details and resolutions

• AGM held on 29 September 2026 at 1:00 PM via VC/OAVM.
• Quorum present; meeting chaired by independent director.
• NSDL appointed as e-voting agency; Mr. Dinkar Sharma, PCS, Scrutinizer.
• Remote e-voting ran 26–28 September 2026; facility at meeting.
• Ordinary Business: adopt Audited Financial Statements for year ended 31 March 2026.
• Ordinary Business: re-appoint Gurvinder Pal Singh as director by rotation.
• No other items on the agenda.
• Voting results to be disseminated to exchange and NSDL and posted on company site.
• Meeting concluded at 1:29 PM.

Financial performance

• Revenue from operations NIL; interest income ₹484.21 Lakhs; total income ₹485.62 Lakhs.
• Profit before tax ₹91.62 Lakhs; tax NIL; profit after tax ₹91.62 Lakhs.
• Earnings per share – Basic ₹1.23; Diluted ₹1.23.
• Finance costs ₹337.49 Lakhs; employee benefits ₹26.49 Lakhs.
• Depreciation ₹1.10 Lakhs; other expenses ₹28.92 Lakhs.

Debt & liquidity

• Borrowings ₹359,975.47 thousand; cash and cash equivalents ₹1,075.41 thousand.
• Net debt ₹393,710.94 thousand; gearing 84.04%.
• No public deposits; NBFC-ND-ICC classification applicable.
• Delisting from Calcutta Stock Exchange completed; listing on BSE continues.
• Liquidity managed via cash reserves and operating cash flows.

Capital structure & shareholding

• Paid-up equity capital ₹74,773.90 thousand; Authorized ₹75,000 thousand.
• Top promoters: Smart Bharat Pvt Ltd (19.67%), Oasis Cineplex Pvt Ltd (6.54%), LCC Infotech Ltd (6.61%).
• Promoter group stake totaling 26.21% as at 31-03-2026.
• Dividend: Board did not recommend any dividend for FY2025-26.

Governance & leadership

• Board strength 3; Independent Directors: Himani Aneja and Siddheshwar Kumar Upadhyay.
• Key managerial changes: Ajay Singh (CFO) resigned 31-07-2025; Gaurav Aggarwal became CFO 30-10-2025.
• Disha Soni (CS) resigned 16-09-2025; Himanshi Dhakad appointed 30-10-2025; Nikita Sehrawat appointed 22-01-2026.
• Independent Directors met privately on 22-01-2026.
• Audit Committee comprises 3 members; Chair and Members appointed per policy.

Audit & internal controls

• Statutory auditors: Gupta Garg & Agrawal; appointment till 2027; no qualifications.
• Internal controls adequate; Garg Gagan & Associates appointed Internal Auditors for 2026-27.
• Secretarial audit: MR-3; non-disqualification certificate obtained.

Outlook & risk

• Looking ahead: company seeks multi-product expansion to mitigate concentration risk.
• Risks include concentration, credit, interest-rate, liquidity, and regulatory changes.
• Outlook: continued focus on inter-corporate deposits and prudent deployment of surplus funds.

Other disclosures & compliance

• Vigil mechanism adopted; whistleblower policy on the company's website.
• Code of Conduct affirmed by all Directors and senior management.
• Corporate Governance Report not applicable due to small size; non-applicability certificate filed.

AGM Details

• AGM scheduled for 29 September 2026 at 1:00 PM (IST).
• Mode: Video Conference / Other Audio Visual Means (VC/OAVM).
• Remote e-voting cut-off: 22 September 2026; voting period 26–28 September 2026.

Key Resolutions

• Adoption of Audited Financial Statements for year ended 31 March 2026 (Ordinary).
• Re-appointment of Gurvinder Pal Singh as Director, retires by rotation.

Director Changes

• Gurvinder Pal Singh to be re-appointed as Director (DIN 05207077).

Financial highlights

• Standalone unaudited results for quarter ended 30 June 2026.
• Interest income: Rs 12,043 Lakhs.
• PBT: Rs 26.10 Lakhs; PAT Rs 26.10 Lakhs.
• EPS Basic/Diluted: Rs 0.35.

Balance sheet snapshot

• Total assets: Rs 4,401.19 Lakhs (~Rs 44.01 Cr) as at 30 Jun 2026.
• Borrowings: Rs 3,422.75 Lakhs; total equity Rs 630.10 Lakhs.
• Share capital: Rs 747.74 Lakhs; other equity: Rs -117.64 Lakhs.

Cash flow snapshot

• Net cash from operations: Rs -7.98 Lakhs.
• Net cash from investing activities: Rs -0.50 Lakhs.
• Cash and cash equivalents end of quarter: Rs 2.77 Lakhs.

Auditor’s stance

• Limited Review Report: unmodified opinion dated 14 Aug 2026.
• Board meeting date: 14 Aug 2026.

Financial results

• Unaudited quarterly results for quarter ended 30 June 2026 approved; Limited Review Report attached (Annexure-A).

AGM details

• 41st AGM to be held on 29 September 2026 at 01:00 PM.
• Cut-off date for voting: 22 September 2026.
• Remote e-voting window: 26-28 September 2026.

Governance appointments

• Dinkar Sharma (FCS) appointed Scrutinizer for AGM E-voting; effective 14 Aug 2026.
• Gagan Garg of Garg Gagan & Associates appointed Internal Auditor for FY2026-27; effective 14 Aug 2026.
• Directors' Report for FY2025-2026 approved.
• Ms Himanshi Dhakad authorized to issue AGM Notice.

Meeting Details

• Date and time: Friday, 14 August 2026 at 2:00 PM IST; venue: Registered Office.

Key Agenda Items

• Consider and approve unaudited quarterly financial results for quarter ended 30 June 2026.
• Review and approve Directors' Report for FY 2025-2026.
• Authorize Company Secretary to issue Notice of the 41st AGM.
• Consider and transact any other business with consent of Chairman and majority Directors.

Other Notes

• No additional material notes beyond the listed agenda items.