Karnavati Finance Ltd

AGM details

• Date: 30 September 2026; Time: 3:30 P.M. IST.
• Mode: via VC/OAVM.
• Agenda: adoption of financial statements and MD rotation re-appointment.

Key resolutions

• Resolution 1 (Ordinary): adopt audited financial statements and reports.
• Voting outcome not disclosed in summary.
• Resolution 2 (Ordinary): MD by rotation; re-appointment of director.
• Voting outcome not disclosed.

Karnavati Finance Limited: Trading Window Closed for Insiders from Oct 01, 2026 until 48 hours after declaration/publication of unaudited financial results for the quarter ended Sep 30, 2026

Financial highlights

• Total income rose to 530.91 L in FY26, up from 157.26 L in FY25.
• PAT: loss of 590.07 L in FY26, vs 168.06 L loss in FY25.
• PBT: loss of 574.57 L in FY26.
• AUM rose to 6,474.74 L; loan book up from 2,132.02 L.
• Net worth 432.63 L, down from 1,022.71 L.
• Borrowings rose to 5,989.85 L; no bank borrowings in FY26.
• Dividend not declared for FY25-26 due to loss.

Capital structure and liquidity

• No bank borrowings in FY26; funded by internal accruals and unsecured borrowings.
• Unsecured borrowings outstanding 5,989.85 L as at 31-03-2026.
• Balance sheet size 6,526.02 L; liquidity considered adequate.
• Plans to diversify funding sources over time.

Business and operations

• NBFC-BL Base Layer; RBI-regulated NBFC engaged in diverse lending.
• Loan book growth driven by continued disbursements across product lines.
• High impairment expense; PPOP 82.85 L in FY26.
• Management focuses on asset quality and prudent cost management.

Governance and risk management

• Board of 6; 2 executive, 2 independent, 2 non-exec.
• MD remuneration Rs 5.70 L per year; WTD Rs 1.80 L.
• Related party transactions include director loans, rent, and remuneration.
• Audit Committee: 3 members; Chair Parth Maniar; independent directors.
• Secretarial audit flagged shareholding pattern one-day delay; resolved.
• Website compliance had prior non-compliance; resolved.

Shareholding and AGM

• Promoter holdings: Raman Morzaria 29.24%; Kush Morzaria 14.71%; Jay Morzaria 11.52%.
• Dematerialisation: NSDL 15.86%; CDSL 81.15%; Physical 2.99%.
• Equity capital Rs 10.05 Cr; one class Rs 1.
• 42nd AGM: Sept 30, 2026; VC/OAVM; remote voting Sept 27-29; cut-off Sept 23.
• Book closure Sept 24-30, 2026.

Outlook and risks

• FY27 outlook: NBFC environment expected to be supportive.
• Strategy: calibrated loan book growth; diversify liabilities; strengthen risk management.
• Key risks: asset quality, funding liquidity, regulatory costs; cyber security.

AGM Details

• 42nd AGM on 30 September 2026 at 3:30 PM IST via VC/OAVM.
• Deemed venue: Registered Office.
• Record date for voting eligibility: 23 September 2026.
• Register of Members and transfer books closed: 24–30 September 2026.
• Remote e-voting from 27 September 2026 9:00 AM to 29 September 2026 5:00 PM.
• No proxy; corporate members may attend via authorised representatives and vote by e-voting.

Key Resolutions

• Adoption of audited financial statements and reports for FY 2025-26.
• Reappointment of Jay Morzaria as Director on retirement by rotation.
• Voting results for these resolutions are not disclosed in this filing.

Director Matters

• Reappointment of Jay Morzaria as Director; MD; retirement by rotation.
• Remuneration last drawn: ₹1,00,000 per month; terms unchanged.
• Original appointment date: 15 September 2010; current terms since 1 July 2024.

AGM scheduling and governance actions

• Board fixed 42nd AGM date: Sept 30, 2026, 3:30 PM IST, via VC/OAVM.
• Approved AGM Notice, Agenda, and Explanatory Statement.
• Approved Director's Report and annexure.
• Fixed cut-off date for voting eligibility: Sept 23, 2026.
• Book closure from Sept 24 to Sept 30, 2026.

Q1 FY27 standalone results

• Net revenue from operations (quarter): 768.54 lakh.
• Interest income: 185.58 lakh.
• Finance cost: 136.64 lakh.
• Employee benefits expense: 2.40 lakh.
• Depreciation & amortisation: 0.02 lakh.
• Other expenses: 7.97 lakh.
• NPA provision: 22.90 lakh.
• Profit before tax: -36.73 lakh.
• Tax expense: 14.18 lakh.
• Net profit for the period: -578.76 lakh.
• Basic EPS: -0.58; Diluted EPS: 0.62.
• Limited review by independent auditor; results not audited.
• Standalone, no IND-AS 108 segment reporting.

Meeting Details

• Date and time: Friday, August 14, 2026 at 04:00 PM.
• Location: Registered Office, Vraj Group, 2nd Floor, Simran Centre, Mogra Village, Andheri East, Mumbai.

Key Agenda Items

• Consider unaudited Q1 FY2026 results (quarter ended June 30, 2026) with Limited Review Report.
• Any other matter, if required with permission of the chair.

Other Notes

• Trading window for insiders closed from July 1, 2026 until 48 hours after June 30, 2026 results.

Dematerialisation status

• No dematerialisation or rematerialisation requests were received during the quarter ended 30 June 2026.
• Securities dematerialised/rematerialised have been listed on the relevant stock exchanges.
• Physical certificates for dematerialisation were mutilated and cancelled; depository recorded as owner.

Karnavati Finance Limited trading window closed from July 01, 2026; reopens 48 hours after declaration/publication of unaudited financial results for the quarter ended June 30, 2026.

🗓️ Meeting Details

• Board meeting scheduled for February 13, 2026, at 4:30 PM at the registered office in Mumbai.

📊 Financial Results

• Approval and recording of unaudited financial results for the quarter ended December 31, 2025.
• Consideration of Auditor's Limited Review Report on the unaudited financial results.