Kinetic Trust Ltd

Dematerialisation/rematerialisation status

• Securities dematerialised have been listed on the stock exchange.
• Physical certificates received for dematerialisation were mutilated and cancelled; depository registered owner updated.
• Registrar and Transfer Agent processed demat/remat requests during the period.
• RTA provided details of the demat/remat activity for the period.

Kinetic Trust Limited trading window to close from October 1, 2026 until 48 hours after the unaudited financial results for the quarter ended September 30, 2026 become generally available

Financial performance

• Q1 ended 30 Jun 2026: revenue from operations 19.67; PAT 4.13; PBT 5.35; tax 1.22.
• Q1 EPS basic/diluted: 0.12.
• Year ended 31 Mar 2026: revenue from operations 175.12; total revenue 175.17; EPS 0.44.
• Total comprehensive income for the year: 14.76.
• CFO for the quarter ended 30 Jun 2026: cash outflow 15.28.
• CFO for the year ended 31 Mar 2026: 407.42.
• Cash and cash equivalents end of period: 94.22 as of 30 Jun 2026; 68.11 as of 31 Mar 2026.
• Auditor: Limited Review with unmodified opinion.

Balance sheet & liquidity

• Loans: 2,911.59 as at 30 Jun 2026; 3,474.43 as at 31 Mar 2026.
• Investments: 80.00; cash & cash equivalents: 94.22.
• Total assets: 3,143.67 as at 30 Jun 2026; 3,670.94 as at 31 Mar 2026.
• Total equity & liabilities: 3,143.67 as at 30 Jun 2026; 3,670.94 as at 31 Mar 2026.

Cash flow snapshot

• Net cash from financing activities: 562.84 (quarter).
• Net cash from investing activities: (521.45) (quarter).
• Net cash used in operating activities: (15.28) (quarter).

Financial results approved

• Unaudited standalone quarterly results approved for quarter ended 30-06-2026.

Meeting Details

• Date and time: 12 August 2026 at 03:30 PM.
• Location: Corporate office, 1406, 14th Floor, Vikram Tower, Rajendra Place, Delhi-110008.

Key Agenda Items

• Approve financial statements for the quarter ended 30 June 2026.

AGM details

• AGM held physically on 07 August 2026 at 01:00 PM in Ludhiana, Punjab.
• Remote e-voting facility offered prior to AGM via NSDL.

Key resolutions

• Resolution 1: Ordinary adoption of audited financial statements.
• Resolution 2: Ordinary reappointment of a director.
• Resolution 3: Special regularization of Sumit Kumar Jha as Non-Executive Independent Director.
• Resolution 4: Ordinary increase in authorized share capital and MOA amendment.
• Resolution 5: Special issuance of up to 6 million warrants to non-promoters.

Voting results

• Resolution 1 passed with 99.997% in favour, 0.003% against.
• Resolution 2 passed with 99.997% in favour, 0.003% against.
• Resolution 3 passed with 99.997% in favour, 0.003% against.
• Resolution 4 passed with 99.997% in favour, 0.003% against.
• Resolution 5 passed with 99.997% in favour, 0.003% against.

Director changes & capital actions

• Regularized Sumit Kumar Jha as Non-Executive Independent Director.
• Increased authorized share capital; MOA amended.
• Warrant issuance to non-promoter category approved on preferential basis.

AGM Details

• Date and time: 07 August 2026, 01:00 PM, physical AGM in Ludhiana.
• Mode and voting: Physical meeting; remote e-voting Aug 4–6, 2026; cutoff Jul 31, 2026.
• Scrutinizer appointed; meeting concluded at 01:15 PM.
• Chairman: Rajesh Arora chaired; quorum present.

Key Resolutions & Outcomes

• Ordinary: Adopt Audited Financial Statements for year ended 31 March 2026; passed.
• Ordinary: Re-appointment of Director Rajesh Arora by rotation; passed.
• Special: Regularize Additional Director Sumit Kumar Jha as Non-Executive Director; passed.
• Special: Increase authorized share capital and amendment to Memorandum; passed.
• Special: Issue up to 60,00,000 warrants to Non-Promoter category on preferential basis; passed.

Director Changes

• Rajesh Arora re-appointed as director by rotation.
• Sumit Kumar Jha regularized as Non-Executive Director.

Price-movement clarification

• Company states no material information was withheld and disclosures will be timely under LODR.
• Share price movement is market-driven, due to general conditions and investor perception.
• Letter dated 31 July 2026 communicated to BSE.
• Company will continue timely disclosures of price-sensitive information as required.

Financial highlights

• Revenue from operations: ₹175.12 L FY26, up from ₹118.24 L prior year.
• Total income: ₹175.17 L; PBT: ₹20.93 L; tax: ₹6.17 L; PAT: ₹14.76 L.
• Basic and diluted EPS: ₹0.44.
• Operating cash flow: ₹407.42 L; investing: (₹1,669.26) L; financing: ₹1,329.54 L; net increase: ₹67.70 L.
• PAT margin approx 8.4% on total income.
• Dividend declared: none.

Balance sheet snapshot

• Total assets: ₹3,670.94 L; cash/bank: ₹68.11 L; loans: ₹3,474.43 L; investments: ₹80.00 L; fixed assets: ₹24.30 L.
• Borrowings (non-debt securities): ₹2,859.58 L.
• Equity share capital: ₹336.00 L; reserves and surplus approx ₹81.04 L.
• Key current/liability items include trade payables, other payables, and provisions; total liabilities align with assets.

Regulatory & capital plan

• RBI NBFC NOF requirement: NOF ₹4.16 Cr; minimum NOF ₹5 Cr by 31-03-2027.
• Proposed preferential issue: up to 60,00,000 warrants at ₹11 each; total ₹6.60 Cr.
• Warrants: 25% upfront; 75% on exercise; 18-month exercise window; lapse if unexercised.
• Minimum price per ICDR: ₹10.93; issue price fixed at ₹11; valuation by Manish Manwani (RV).
• Relevant date: 08-Jul-2026; AGM date: 07-Aug-2026; post-issue no. of shares ~93.60 L.
• Use of proceeds: augment NOF, meet working capital, general corporate purposes.
• Post-issue shareholding: Non-promoter 69.60 L shares (74.36%); Promoter 24.00 L (25.64%).
• Allottees: 10 non-promoter individuals; no promoter/KMP subscribing.

Corporate actions & shareholding

• Authorized capital to increase from ₹5.50 Cr to ₹10 Cr; MOA amendment required.
• Board approval for preferential issue; change in shareholding but no change in management at this stage.
• Post-issue ownership indicates significant non-promoter ownership increasing to ~74%.
• Sumit Kumar Jha proposed as Independent Director; appointment as Additional Director effective 01-May-2026; term 5 years subject to shareholders.
• Item No. 3 items in AGM include Regularization of Sumit Kumar Jha and other routine approvals.

Governance & board updates

• As of 31-03-2026, 4 directors: 2 Independent, 1 Woman Director, 1 non-independent.
• Hardev Singh resigned as Whole-time Director on 13-02-2026; CS vacancy occurred until 01-06-2026.
• Ms. Pooja Agrawal appointed Company Secretary & Compliance Officer on 01-06-2026.
• Board meetings held: 8; Audit Committee meetings: 4; Stakeholders Relationship Committee: 1.
• Code of Conduct and Vigil Mechanism in place; formal letters of appointment for independent directors on website.

Audit, compliance & risk flags

• Secretarial Audit flagged website not fully updated; CS vacancy and subsequent appointment.
• BSE fines paid for late filings; promoter demat accounts frozen and revocation ongoing.
• No material related party transactions; arms-length and ordinary course; no CSR agency linkage.