Fundviser Capital (India) Ltd

Event and outcome

• Alteration in utilisation of unutilised proceeds from 64,85,000 convertible warrants approved by AGM.
• Board approval obtained on 11 August 2026; AGM approval on 22 September 2026.
• 19,85,000 convertible warrants converted to equity on 23 March 2026.
• Total outstanding convertible warrants for conversion as of date: 45,00,000.
• Shareholders approved alteration in objects and utilisation; original allocation status described.

Use of proceeds and allocations

• Total raise from preferential issue: Rs 79.44 crore; 25% upfront, 75% on conversion.
• As of 11 Aug 2026, utilised Rs 38.10 crore; unutilised Rs 41.34 crore.
• Key reallocations: Rs 2,300.00 Lakh to Silver Sage Trading LLC; Rs 826.30 Lakh to Company.
• Starlight Box Theatres balance Rs 734.90 Lakh to be utilised by holding company.

Governance and approvals

• AGM approved Kriti Jain's reappointment as Whole-Time Director and MA Shah & Co. as statutory auditors.

Fundviser Capital (India) Ltd — Trading Window closed from 1 October 2026 till 48 hours after the declaration of Unaudited Financial Results for the Quarter and Half Year ended 30 September 2026

AGM Details

• AGM held on 22 September 2026 at 11:30 AM via VC/OAVM; concluded 12:12 PM.
• Cut-off date for entitlements: 11 September 2026; 3,608 shareholders on record.
• Meeting conducted via VC; promoter group panelists attended; 32 attendees.

Resolutions and outcomes

• Resolution 1 (Ordinary): Adoption of Audited Standalone & Consolidated Financial Statements; passed with 99.99% in favour.
• Resolution 2 (Ordinary): Re-appointment of Mrs Kriti Jain as Whole Time Director; passed with 99.99% in favour.
• Resolution 3 (Ordinary): Appointment of M.A. Shah & Co as Statutory Auditors for 2026-2031; passed.
• Resolution 4 (Special): Alteration in utilisation of unutilized proceeds from preferential issue; passed with 99.99% in favour.

Appointments and governance changes

• Kriti Jain re-appointed as Whole Time Director; retires by rotation, eligible for re-appointment.
• M.A. Shah & Co appointed as Statutory Auditors for five-year term from 1 Apr 2026 to 31 Mar 2031.

AGM Details

• The 41st AGM was held on 22 September 2026; 11:30 AM to 12:15 PM; mode not specified.

Ordinary resolutions

• Adoption of audited standalone and consolidated financial statements for year ended 31 March 2026.
• Reappointment of Kriti Jain as Whole-Time Director, liable to retire by rotation.

Special resolution

• Alteration in utilisation of unutilized proceeds from the 2025 preferential issue; warrants conversion.

Director changes

• Kriti Jain reappointed as Whole-Time Director.

Auditor appointments

• M.A. Shah & Co. appointed as Statutory Auditors for five-year term.

Financial snapshot

• Standalone revenue from operations: 1,169.57 lakh, up from 194.12.
• Standalone profit after tax: 43.75 lakh, slight rise from 43.08.
• Consolidated revenue from operations and other income: 13,329.96 lakh.
• Consolidated profit after tax: 324.55 lakh.
• Standalone EPS: Basic 0.74, Diluted 0.40.
• No dividend declared for FY2025-26.
• Short-term borrowings: 307.49 lakh; long-term borrowings: nil; inter-Corp deposit: 6.50.
• Equity share capital increased to ₹7.90 crore; 2,747,500 shares issued.
• Standalone total assets: 6,166.35 lakh; standalone total equity: 5,828.96 lakh.
• Consolidated total assets: 9,567.96 lakh; consolidated total equity: 6,992.32 lakh.

Capital raise and use of proceeds

• 64,85,000 convertible warrants issued on 28 Oct 2025; premium ₹112.50; issue size ₹79.44 crore.
• 19,85,000 warrants converted into equity on 23 Mar 2026; listed; boosted paid-up capital to ₹5.915 crore.
• Outstanding convertible warrants: 45,00,000.
• Revised utilization plan: funds reallocated to Silver Sage, DARS, Starlight, and New India RE & Infra.
• Balance unutilized funds: ₹41.34 crore; deviation in utilization approved; BSE in-principle approvals obtained.

Subsidiaries and corporate structure

• Material subsidiaries: Starlight Box Theatres Pvt Ltd; DARS Transtrade Pvt Ltd; Silver Sage Trading LLC (Dubai) became 100% subsidiary from 3-Apr-2026.
• New India RE & Infra LLP holds 64% of capital.
• Board comprises five directors: two executives, three independents; one woman director.
• MA Shah & Co appointed as statutory auditors for 5 years starting after 41st AGM.

Strategic developments and restructuring

• Alteration of main object to include bullion trading; approved at Oct 28, 2025 EGM.
• Acquisition of Silver Sage Trading LLC; consolidation as a Wholly Owned Foreign Subsidiary w.e.f. 3-Apr-2026.
• New India RE & Infra LLP project in Worli Sea-Face; cost ₹1,500–₹2,000 crore; initial ₹12.5 crore.

Governance and control environment

• Audit and secretarial governance aligned with SEBI LODR; Corporate Governance report filed.
• Code of Conduct and Vigil Mechanism in place; anti-corruption policies adopted.
• Internal controls framework in place; internal auditor appointed; regular reviews by Audit Committee.
• 41st AGM to be held on 22 Sep 2026 via VC/OAVM; remote e-voting details provided.

Related party transactions

• Related party transactions disclosed; arm's-length basis; notes in AOC-2.
• Kriti Jain remuneration ₹6.00 lakh; allotment of shares/warrants ₹212.84 lakh.
• DARS Transtrade loans ₹1,361.25 lakh; interest ₹35.92 lakh; repayments ₹363.11 lakh.
• Starlight Box Theatres loans ₹612.00 lakh; repayments ₹468.31 lakh; interest ₹10.28 lakh.
• New India RE & Infra LLP current capital ₹400.00 lakh; interest ₹16.55 lakh.
• Moksh Finvest & Advisors LLP: funds ₹275.23 lakh; Trikaal Theatres: ₹1,408.75 lakh.

Outlook and risk factors

• Diversification into Silver Sage and bullion trading expected to support turnover and profitability.
• Risk governance framework in place; continued focus on liquidity, credit, and market risk management.
• No long-term debt; capital structure monitored to balance growth with financial prudence.

Other notable governance details

• Independent Directors meet separately; declarations of independence on record.
• Familiarization program for Independent Directors disclosed; ongoing governance training.
• CSR not applicable; company emphasizes ESG commitments and transparent reporting.

AGM logistics and disclosures

• 41st AGM scheduled for 22 September 2026; VC/OAVM in effect.
• Register ofMembers/Share Transfer Books closed 15–22 September 2026.
• Annual Report and AGM notice available on company website and BSE portal.

Deviation/Variation overview

• Purpose: Statement on deviation for funds from convertible warrants; no new deviation in quarter.
• Mode of fund raising: conversion of warrants into equity shares under a preferential issue.
• Funds raised: no new funds raised during the quarter; balance carried forward.
• Deviation: no new deviation; only previously disclosed deviation remains applicable.
• Audit Committee: reviewed statement; no comments received.
• Monitoring: monitoring agency not applicable for this filing.
• Utilisation: funds utilised partially; remaining unutilised balance exists.
• Objects/allocations: original allocations largely unchanged; table shows no modification beyond prior adjustments.

Unaudited results approval

• Board approved unaudited results for the quarter ended 30 June 2026.

Audit and review

• Limited Review Report by J M T & Associates is unmodified.

Auditors appointment

• Board to appoint M.A. Shah & Co as statutory auditors.

Board meeting details

• Board meeting held on 11 August 2026; concluded 6:30 PM.

Management declaration

• Auditors furnished unmodified opinion on unaudited statements.