Quest Capital Markets Ltd

Resolutions proposed

• Ordinary Resolution: Alok Kalani appointed Non-Executive Non-Independent Director; RBI approved; term to 1 July 2031.
• Ordinary Resolution: Gopal Rathi appointed Non-Executive Non-Independent Director; RBI approved; term to 1 July 2031.
• Outcome: Results to be announced within two working days after voting closes on 18 Sep 2026.
• Voting window: remote e-voting via CDSL from 20 Aug 2026, 9:00 AM to 18 Sep 2026, 5:00 PM.
• Cut-off date for members: Aug 7, 2026.
• RBI approval details: Letter dated 30 July 2026 granting appointment up to 1 July 2031.
• Kalani profile: Executive Director, Corporate Finance at RP-Sanjiv Goenka Group.
• Rathi profile: Chartered Accountant; heads Strategy and M&A at RP-Sanjiv Goenka Group.
• Independence status: both nominees are Non-Independent.

CEO resignation details

• Outgoing CEO: Ms. Tanuja Mantri.
• Resignation accepted with effect from close of working hours on 15 September 2026.
• Reason: to pursue opportunities outside the Company for further growth.
• Nature: voluntary resignation.
• No other material reasons disclosed.

Financial results

• Unaudited Q1 FY2026 results approved; Limited Review Report unmodified.
• Extract to be published with QR code; full results on BSE and company website.
• Sunil Kumar Sanganeria authorized to sign the results.

Director appointments

• RBI approved appointment of Alok Kalani and Gopal Rathi up to 1 July 2031.
• Appointed as Additional Directors (Non-Executive, Non-Independent) w.e.f. 11 Aug 2026.
• Subject to shareholders' approval.

Postal ballot approvals

• Postal Ballot Notice approved for appointment of both directors.
• Cut-off date for voting: 7 August 2026.
• Scrutinizer appointed: M/s K. Arun & Co.

Regulatory disclosures

• Annexures provide Regulation 30 disclosures; Kalani and Rathi not debarred.
• Not related parties; no other director conflicts disclosed.

AGM Details

• AGM held 27 July 2026 at 11:00 a.m. via VC/OAVM.
• Meeting concluded at 11:46 a.m.
• 27 members attended; 2 represented.
• Remote e-voting 24–26 July; proxies not applicable.
• Auditors' report not read; no audit qualifications.

Resolutions Placed

• Ordinary: Adoption of Audited Financial Statements for year ended 31 March 2026.
• Ordinary: Final dividend of Rs 2.50 per equity share.
• Ordinary: Appointment of Sunil Kumar Sanganeria by rotation.
• Special: Re-appointment of Rusha Mitra as Independent Director for second term of 5 years.
• Special: Re-appointment of Trivikram Khaitan as Independent Director for second term of 5 years.

Voting Status

• Resolution 1: Voting results pending.
• Resolution 2: Voting results pending.
• Resolution 3: Voting results pending.
• Resolution 4: Voting results pending.
• Resolution 5: Voting results pending.

Dematerialisation status

• Dematerialisation requests for quarter ended 30 June 2026 were confirmed to depositories.
• Securities dematerialised were listed on the stock exchanges.
• Security certificates for dematerialisation were mutilated and cancelled after verification.
• Depository name substituted as registered owner within prescribed timelines.
• No delays or non-compliance were reported.

Financial snapshot

• Revenue from operations: Rs 3,135.04 lakh; up 21.46% YoY.
• Total income: Rs 3,135.61 lakh; PAT: Rs 2,352.95 lakh; EPS: Rs 23.53.
• PBT: Rs 3,062.95 lakh; tax expense: Rs 710.00 lakh.
• Total comprehensive income: Rs -27,019.84 lakh; OCI driven by fair value changes.
• EPS (basic/diluted): Rs 23.53; proposed dividend: Rs 2.50 per share.
• Debt free; finance costs: Rs 0.48 lakh; operating margin 97.70%.

Capital structure & liquidity

• Equity share capital: Rs 1,000 lakh; total equity: Rs 105,063.50 lakh.
• No borrowings; net debt: Nil; CRAR: 105.90%.
• Cash and cash equivalents: Rs 486.90 lakh; investments: Rs 111,128.96 lakh.
• Dematerialised shares: 99.36%; NBFC with no public deposits.

Business operations & segments

• Single reportable segment: Capital Markets and NBFC-related activities.
• All activities in India; no subsidiaries or associates.
• Primary focus on capital market instruments and NBFC investments.

Governance & board

• Board of 6 directors; 4 independent, including 2 women.
• Dhara Agarwal joined as Independent Director in Oct 2025; Atul Lakhotia resigned Sep 2025.
• Independent directors re-appointments: Rusha Mitra to Aug 2026; Trivikram Khaitan to Nov 2031.
• Statutory auditor: V. Singhi & Associates; Secretarial: MKB & Associates.
• Board meetings: 7 in FY2025-26; Annexures contain governance certificates.

CSR & ESG

• CSR expenditure: Rs 9.50 lakh; CSR obligation: Rs 9.43 lakh; excess Rs 0.07 lakh.
• CSR activity: School O&M project via RP-Sanjiv Goenka Group CSR Trust.
• Average net profit for CSR: Rs 471.27 lakh.

Related party transactions

• Promoter Lebnitze Real Estates Private Limited holds 71.25%.
• Related parties include PCBL Chemical Limited, Saregama India Limited, CESC Limited, etc.
• All related party transactions are at arm's length; intra-group exposures minimal.
• Outstanding balances: payables to KMPs Rs 6.97 lakh; other balances disclosed.

Risks, controls & outlook

• Internal controls robust; NFRA policy adopted; audits ongoing.
• RBI Master Directions compliance; no material weaknesses reported.
• Outlook: positive macro backdrop; RBI repo rate 5.25%; CRAR above 15%.
• Company remains debt-free with strong equity; AI opportunities in operations.