Lerthai Finance Ltd

Lerthai Finance Limited — Trading Window closed from October 01, 2026 till Forty-Eight (48) hours after the declaration of unaudited financial results of the Company for the quarter and half year ended on September 30, 2026.

AGM details

• Date and time: 3 September 2026 at 11:30 a.m. via VC/OAVM.
• Deemed venue: registered office; mode: video conferencing/AV.
• Voting rights cut-off: 27 August 2026.
• Shareholders on record: 486.
• Attendance: Promoter Group 1, Public 7 via video conference.

Key resolutions

• Resolution 1: Adopt audited financial statements and directors' report.
• Resolution 2: Reappoint Aparna Goel as director by rotation.
• Resolution 3: Reappoint Shao Xing Max Yang as director by rotation.

Voting results

• Resolution 1 passed: 525,006 in favour, 1 against.
• Resolution 2 passed: 525,006 in favour, 1 against.
• Resolution 3 passed: 525,006 in favour, 1 against.

Dividend

• No dividend proposed or declared.

Director changes

• Aparna Goel reappointed as director by rotation.
• Shao Xing Max Yang reappointed as director by rotation.

AGM details and outcomes

• AGM held on 3 September 2026 at 11:30 IST via Video Conferencing.
• Eight members attended via VC, representing 75.001% of paid-up capital.
• Mr. Shao Xing Max Yang elected Chairman for the meeting.
• Items transacted included adoption of financial statements and two director re-appointments.
• Scrutinizer's report received; resolutions declared approved with requisite majority.
• Scrutinizer appointed: Ms. Snehal Shaligram, Practising Company Secretary.
• No other material business was transacted.

AGM and shareholding records

• 47th AGM to be held on Sep 3, 2026 at 11:30 IST via VC.
• Share transfer registers closed Aug 28 to Sep 3, 2026 for AGM.
• Record date for e-voting rights is Aug 27, 2026.
• Scrip codes are BSE 502250 and CSE 023106.

Financial performance

• Total income for 2025-26: Rs 28.61 lakh, down from Rs 46.93 lakh.
• Profit before tax Rs -39.64 lakh; prior year Rs -15.09 lakh.
• Deferred tax credit Rs 2.89 lakh; earlier-year tax Rs 0.03.
• Net loss after tax Rs 42.50 lakh; basic EPS Rs -6.07.
• Cash and cash equivalents Rs 694.80 lakh; investments Rs 311.99 lakh; total assets Rs 1,010.83 lakh.
• Dividend: Board did not recommend any dividend.
• Realignment: Company exiting refractories; pursuing viable investment opportunities.

Capital structure & liquidity

• Authorized capital Rs 5 crore; paid-up equity Rs 70 lakh; no change in share capital.
• Total equity Rs 969.77 lakh; Other Equity Rs 899.77 lakh.
• Current liabilities Rs 22.90 lakh; MSME dues Rs 10.31 lakh; other creditors Rs 11.93 lakh.
• No borrowings; debt-equity ratio 0.
• Cash position: Rs 694.80 lakh; no other bank balances.
• Promoter holding 75% via 5,25,000 shares.
• Net increase in cash and cash equivalents Rs 454.67 lakh.

Governance & audit

• Board comprises four directors; one independent (Ntasha Berry).
• Secretarial Audit flagged inadequate independent directors; committees not properly formed.
• Statutory Auditor: BD Jokhakar & Co; reappointed 2025-30; no qualifications.
• Audit Committee met four times.
• Nomination & Remuneration Committee met once.
• Stakeholders' Relationship Committee met once.
• Annual Return available on company website.
• Auditors' report unqualified; balancing figure included.

Outlook & strategy

• Business realignment after refractories exit; management pursuing viable investment opportunities.
• CSR not applicable.

Related party transactions

• Promoter Calvera Capital Pte Ltd holds 75% equity.
• Closing payables: Jayant Goel Rs 6.74 lakh; Aparna Goel Rs 1.52 lakh; Ntasha Berry Rs 1.05 lakh.
• Related party remuneration: director sitting fees Rs 11.32 lakh; secretary remuneration Rs 3.93 lakh.
• Promoter ownership: Sparrow Asia Diversified Opportunities Fund 9%; BAO Value Fund 7%.

Segment & risk

• Single reportable segment: investment activities; operations in India.
• Risks: market, credit, liquidity; policy overseen by the Board.
• No contingent liabilities; no material capital commitments.

AGM details

• 47th AGM on 3 Sept 2026 via VC/OAVM.
• Remote e-voting window: Aug 31 to Sep 2, 2026.
• Notice includes ordinary business: adoption of accounts and director re-appointments.

AGM Details

• 47th AGM on Sep 3, 2026 at 11:30 a.m. IST via VC/OAVM.
• Register of members and share transfer books closed Aug 28–Sep 3, 2026.
• Cut-off date for e-voting: Aug 27, 2026.
• Remote e-voting window: 9:00 a.m. 31 Aug to 5:00 p.m. 2 Sep 2026.

Resolutions proposed

• Ordinary resolution: adoption of audited financial statements and related reports for FY2025-26.
• Ordinary resolution: re-appoint Aparna Goel as director liable to rotation.
• Ordinary resolution: re-appoint Shao Xing Max Yang as director liable to rotation.

Dividend

• Dividend was not proposed for the year.

Directors and Remuneration

• Proposal to re-appoint two directors; NIL remuneration, sitting fees only.

Auditors

• Statutory auditors re-appointed for five-year term ending 2030; board to fix remuneration.

Material Related Party Transactions

• Salary to Company Secretary (related party): 3.93 lakhs.
• Director sitting fees: 11.32 lakhs.
• Closing balances payable to directors: 9.31 lakhs.
• Reimbursement of expenses to related parties: nil.

Governance and Other Approvals

• Whistle Blower Policy and Vigil Mechanism adopted; no complaints received.
• CSR provisions not applicable for the year.

Publication details

• Unaudited quarterly results for quarter ended June 30, 2026 published in Financial Express and Hosadigantha Bangalore edition.
• Copies hosted on Lerthai Finance website.

Quarter results

• Q1 ended 30.06.2026: total income 7.37 lakhs; net loss after tax 17.13 lakhs; EPS -2.45.

Full-year results

• Year ended 31.03.2026: total income 28.61 lakhs; net loss 42.50 lakhs; EPS -6.07.

Income & expenses

• Q1 2026: Revenue from operations 0; Other Income 7.37; Total Income 7.37.
• Total expenses Q1 2026: 24.50 lakhs; major items: professional charges 21.12; auditors remuneration 0.97; listing fees 0.96.
• Tax: Deferred tax 0.00; current tax nil; tax for earlier years nil.

Balance sheet & liquidity

• Cash and cash equivalents: 674.63 lakhs; Total assets: 994.28 lakhs.
• Total equity: 952.63 lakhs; Non-current liabilities: 18.16; Current liabilities: 23.49.
• Total current assets: 682.23 lakhs.

Audit & reporting

• Unaudited results reviewed by Audit Committee; Board approved 10 Aug 2026.
• Limited Review Report by B. D. Jokhakar & Co; unmodified opinion.

Business segment

• Single segment: Investment; standalone figures only.

Financial results and AGM actions

• Approved unaudited quarterly results for quarter ended 30 June 2026, signed by Chairman and Director; LR attached.
• Approved notice and agenda for 47th AGM and the book closure date.
• Audit Committee reviewed unaudited results and took them on record at the 10 August 2026 meeting.
• Limited Review Report by B. D. Jokhakar & Co issued.