IL&FS Investment Managers Ltd

IL&FS Investment Managers Ltd — Trading Window Closed from Sept 28, 2026 until further notice; Board to consider Q2/H1 2026 results (quarter ended Sept 30, 2026) on or before Nov 14, 2026

AGM Details

• Date/time/mode: 22 Sep 2026, 11:00 AM, via VC/OAVM.
• Venue: deemed registered office, Mumbai.
• Remote e-voting: 19–21 Sep 2026; cut-off 15 Sep 2026.
• Voting results uploaded on company and NSDL websites.

Key Resolutions & Outcomes

• Item 1: Adopt standalone and consolidated financial statements; Passed with 99.995% in favour.
• Item 2: Final dividend of ₹0.70 per equity share approved.
• Item 3: Reappointment of Gaurav Khungar by rotation; Passed.
• Item 4: Appoint CN K & Associates LLP as Statutory Auditor for five-year term; Passed.
• Item 5: Appoint Ms Jayashree Ramaswamy as Nominee Director; Passed.

AGM Details

• Date: 22 September 2026; Mode: VC/OAVM.
• Time: 11:00 a.m. to 12:00 Noon IST.
• Quorum met; meeting chaired by the Chairman.

Dividend

• Dividend on equity shares declared at Rs 0.70 per share.

Ordinary Business

• Adoption of audited standalone and consolidated financial statements for year ended 31 Mar 2026.
• Re-appointment of Gaurav Khungar by rotation.
• Appointment of M/s. C N K & Associates LLP as Statutory Auditor for five-year term.

Special Business

• Appointment of Ms. Jayashree Ramaswamy as Non-Executive Director.

Voting & Proceedings

• Remote e-voting facility provided; results to be submitted to exchanges.
• Scrutinizer appointed for e-voting.

Financial highlights

• Standalone total income: ₹5,528.76 lakhs in FY2025-26.
• Standalone net profit after tax: ₹4,791.30 lakhs.
• Consolidated total income: ₹6,553.18 lakhs.
• Consolidated net profit after tax: ₹478.75 lakhs.
• Final dividend ₹0.70 per share; interim ₹0.50 paid.
• EPS: Standalone ₹1.53; Consolidated ₹0.12.

Dividends & capital allocation

• Interim dividend ₹0.50 per share already paid.
• Final dividend ₹0.70 per share proposed; AGM approval required.
• Total dividend declared for FY2025-26 ₹2,198.23 lakhs.

Funds under management & portfolio

• IRT: life extended to 31 Mar 2027; NAV ~₹3.7 crore; 11 investments; exits ~₹170 crore.
• IRT distributions ~₹3.75 crore; IFIN share ~92%, IIML ~8%.

Governance & leadership

• Board comprises six directors; Kaushik Modak resigned in Feb 2026; Jayashree Ramaswamy appointed Feb 13, 2026.
• Lubna Usman (ED/CEO/CFO); Prasad Chaoji appointed Company Secretary Oct 1, 2025; Harish Agrawal resigned Sept 30, 2025.
• Board met eight times; independent directors meet as required; four board committees exist.

Audit, risk & internal controls

• SFIO investigation ongoing; auditors unable to comment on impact.
• APUIAML unbilled revenue ₹1,036.61 lakhs; ₹600.81 lakhs outstanding >1 year; recoverability uncertain.
• Going concern assessed as viable; management expects to meet obligations from earnings/liquidity.

Related party transactions & compliance

• Related party transactions were in the ordinary course and on arm's length terms.
• Policy and disclosures on related party transactions are available on the company's website.

CSR & governance disclosures

• CSR policy adopted; CSR Committee in place; 2025-26 CSR expenditure NIL.
• CSR disclosures and policies available on company website; Annexure on CSR activities included.

Auditor changes

• Resignation of KKC & Associates LLP as Statutory Auditors effective August 13, 2026.
• CNK & Associates LLP appointed as Statutory Auditors to fill casual vacancy until 40th AGM.
• Board recommends CNK for a five-year term from 40th AGM to 45th AGM, subject to member approval.

Financial results approved

• Unaudited standalone and consolidated results for quarter ended 30 June 2026 approved; Limited Review Reports enclosed.

Auditor notes and going concern

• Emphasis of matter: going concern due to extended-term funds and SFIO investigation.
• Consolidated results have a qualified conclusion over unbilled revenue recoverability and SFIO notes.
• Standalone results carry going concern emphasis; management expects liquidity for next 12 months.
• Two subsidiaries not reviewed; recoverability of unbilled revenue uncertain.
• Audit reports note Limited Review and absence of audit opinion.

Strategic and regulatory developments

• Resolution plan: EOI invited for sale of IL&FS Group stake; process underway.
• Regulatory notes: ongoing SFIO probe; MCA references noted in statements.

Meeting Details

• Board meeting scheduled for August 13, 2026; time and venue not disclosed.

Key Agenda Items

• Consider and approve unaudited standalone and consolidated financial results for the quarter ended June 30, 2026.

Other Notes

• Trading window remains closed until 48 hours after declaration of the financial results.

Dematerialisation/rematerialisation status

• Dematerialisation requests received were confirmed to the depositories (accepted/rejected) during the period.
• Securities dematerialised have been listed on the exchanges where the corresponding issuances are listed.
• Certificates received for dematerialisation were mutilated and cancelled after verification; ownership updated in records within timelines.