Oswal Leasing Ltd

AGM Details

• AGM held on 28 September 2026 at 02:30 PM via VC/OAVM.
• Meeting duration was 02:30 PM to 03:26 PM.
• Record date: 21 September 2026; shareholders on record: 3,000.

Key Resolutions

• Item 1 (Ordinary): Adopt Audited Financial Statements and Directors’ Report; approved.
• Item 2 (Ordinary): Reappoint Kamal Oswal as Director; approved.
• Item 3 (Ordinary): Appoint KR Aggarwal & Associates as Statutory Auditors to fill vacancy.
• Item 4 (Ordinary): Re-appoint KR Aggarwal & Associates as Statutory Auditors.
• Item 5 (Special): Re-appoint Dr Roshan Lal Behl as Independent Director.
• Item 6 (Special): Re-appoint Dr Manisha Gupta as Independent Director.
• Item 7 (Special): Approve overall Borrowing Limits under Section 180(1)(c).
• Item 8 (Special): Approve creation of mortgage/charge on assets.
• Item 9 (Special): Approve investments, loans, guarantees, securities under Section 186.
• Item 10 (Special): Approve transactions under Section 185.

Voting Results

• Item 1: Passed; 99.53% in favour, 0.47% against.
• Item 2: Passed; 99.53% in favour, 0.47% against.
• Item 3: Passed; 99.53% in favour, 0.47% against.
• Item 4: Passed; 99.53% in favour, 0.47% against.
• Item 5: Passed; 99.53% in favour, 0.47% against.
• Item 6: Passed; 99.53% in favour, 0.47% against.
• Item 7: Passed; 99.53% in favour, 0.47% against.
• Item 8: Passed; 99.53% in favour, 0.47% against.
• Item 9: Passed; 99.53% in favour, 0.47% against.
• Item 10: Passed; 99.53% in favour, 0.47% against.

Directors & Auditors

• Kamal Oswal reappointed as Director (rotation).
• Roshan Lal Behl reappointed as Independent Director.
• Manisha Gupta reappointed as Independent Director.
• KR Aggarwal & Associates appointed as Statutory Auditors to fill vacancy.
• KR Aggarwal & Associates reappointed as Statutory Auditors.

Other Material Approvals

• Borrowing limits approved under Section 180(1)(c).
• Mortgage/charge on assets approved.
• Investments/loans/guarantees/securities approved under Section 186.
• Transactions approved under Section 185.

Behl Re-appointment as Independent Director

• Re-appointed Dr. Roshan Lal Behl as Non-Executive Independent Director for five years from Aug 12, 2026.
• Profile: Dr. Roshan Lal Behl—M.Com, MBA, Ph.D.; 41+ years in teaching; former college principal.
• Relationship: Not related to any other directors.

Gupta Re-appointment as Independent Director

• Re-appointed Dr. Manisha Gupta as Non-Executive Independent Director for five years from Aug 12, 2026.
• Profile: Dr. Manisha Gupta—MBA, Ph.D.; 25+ years in teaching and management/research.
• Relationship: Not related to any directors.

AGM Details

• AGM conducted via VC/OAVM per regulatory guidelines.
• Chairman elected from directors to chair the meeting.
• Remote e-voting available before AGM with cut-off communicated.
• Consolidated voting results to be filed with the exchange and hosted online.

Resolutions Put To Vote

• Adopt Audited Financial Statements for the year (Ordinary).
• Re-appoint director retiring by rotation (Ordinary).
• Appoint statutory auditors to fill casual vacancy (Ordinary).
• Re-appoint statutory auditors (Ordinary).
• Re-appoint Independent Director – First nominee (Special).
• Re-appoint Independent Director – Second nominee (Special).
• Approve borrowing limits (Special).
• Approve mortgage or charge on assets (Special).
• Approve investments, loans, guarantees, securities (Special).
• Approve related party transactions under applicable laws (Special).

Voting Outcome

• All resolutions passed with requisite majority.

Auditor Appointments

• Statutory auditors appointed to fill casual vacancy.
• Statutory auditors re-appointed to continue.

Director Changes

• Director retiring by rotation re-appointed.
• Independent Directors re-appointed.

Dividend

• Dividends: none proposed or declared.

Material Approvals

• Material approvals granted: borrowing, mortgage/charge, investments.
• Related party transactions approved.

AGM notice and electronic communications

• 42nd AGM scheduled for September 28, 2026 at 2:30 PM via VC/OAVM.
• Notice and Annual Report FY 2025-26 dispatched electronically to members with registered emails.
• Annual Report available on company website, BSE, and CDSL platforms.
• Shareholders without registered email should register/update email addresses.
• SEBI-mandated KYC/PAN updates for physical shares; Form ISR-1 submission requested.
• QR code redirects shareholders to the Annual Reports webpage.

Financial highlights

• Revenue from operations: 13,988.84 (Rs in '00').
• Other income: 92.70 (Rs in '00').
• Total income: 14,081.54 (Rs in '00').
• Profit before tax: (5,213.45) (Rs in '00').
• Profit after tax: (5,213.45) (Rs in '00').
• Total comprehensive income: (7,974.70) (Rs in '00').
• Earnings per share: (1.04).
• Dividend per share: Nil.

Balance sheet snapshot

• Total assets: 2,82,742.23 (Rs in '00').
• Total equity: 2,71,848.17 (Rs in '00').
• Equity share capital: 50,000.00 (Rs).

Dividends and reserves

• Dividend: Nil for FY2025-26.
• General reserve: 2,356.25 (Rs).
• Retained earnings: 1,18,783.17 (Rs).
• FVOCI reserve: 61,328.75 (Rs).

Governance and auditors

• KR Aggarwal & Associates appointed as Statutory Auditors to fill casual vacancy.
• Remuneration: Rs 15,000 plus taxes and out-of-pocket expenses.
• Second term: audit from 2026 to 2031 (conclusion of 47th AGM).
• Independent Directors Behl and Gupta reappointed for 5-year terms (2026-2031).
• Audit Committee (Behl, Gupta, Monica Oswal) met four times in 2025-26.
• Secretarial auditor: M.G. Jindal & Associates; MR-3; no qualifications.

Debt, liquidity and borrowing framework

• Board-approved borrowing limit: Rs 100 crore.
• Authority to create mortgage/charge on assets to secure borrowings.
• Investments/loans under Section 186 up to Rs 30 crore.

Auditors' opinion and internal controls

• Independent Auditor's Report: no adverse remarks; statements true and fair.
• Internal controls: adequate; no weaknesses observed.
• Secretarial audit: MR-3; no qualifications.

Shareholding and promoters

• Top holders (>5%): Nagdevi Trading 7.81%; Sankheshwar 7.80%; Kovalam 7.74%.
• Outstanding equity shares: 5,00,000.

Outlook and risks

• NBFC sector poised for 15-17% CAGR to ₹74-77 trillion by FY28.
• Risks: market, credit, liquidity; managed via risk framework.

AGM Details

• AGM date/time: 28 September 2026, 2:30 PM, through VC/OAVM.
• Book closure: 22–28 September 2026 (inclusive).
• Voting cut-off: 21 September 2026 (end of day).
• Remote e-voting window: 25–27 September 2026.

Key Resolutions

• Ordinary: Adoption of Audited Financial Statements.
• Ordinary: Re-appointment of Kamal Oswal by rotation.
• Special: Appointment of M/s K R Aggarwal & Associates as Statutory Auditors to fill casual vacancy.
• Special: Appoint M/s K R Aggarwal & Associates as Statutory Auditors for five-year term.
• Special: Re-appoint Dr Roshan Lal Behl as Independent Director for second term.
• Special: Re-appoint Dr Manisha Gupta as Independent Director for second term.
• Special: Borrowing limit up to 100 crore.
• Special: Create mortgage/charge on assets to secure borrowings.
• Special: Investments, loans, and guarantees up to 30 crore under Section 186.
• Special: Loans/guarantees under Section 185 up to 30 crore.

Financial results

• Unaudited standalone results for quarter ended 30 June 2026 approved; Limited Review Report issued.

Auditor changes

• VV Bhalla & Co. resigned; KR Aggarwal & Associates appointed to fill casual vacancy until the AGM.

Independent directors

• Behl and Gupta re-appointed as independent directors for second 5-year terms from 12 Aug 2026.

AGM date

• 42nd AGM scheduled for 28 September 2026 via VC/OAVM.

Resignation letter

• Resignation letter from VV Bhalla & Co. attached.