RR Financial Consultants Ltd

Cessation of Non-Executive Independent Director

• Aditya Chandra, Non-Executive Independent Director, ceases office on 19 Sep 2026 due to completion of second term.

RR Financial Consultants Ltd — Trading window closed from 1 October 2026 until 48 hours after the declaration of unaudited financial results for the quarter and half year ended 30 September 2026

AGM details

• Date: 21 September 2026; mode: VC/OAVM.
• Meeting conducted via Video Conferencing/Other Audio Visual Means.

Key resolutions

• Ordinary: adopt Audited Financial Statements and reports.
• Ordinary: re-appoint Priyanka Singh (DIN 05343056) by rotation.
• Special: approve material related party transactions under Section 188.
• Special: approve issue of Non-Convertible Debt Securities through private placement.
• Special: approve issue of Non-Convertible Debt Securities through public issue.
• Special: additional debt-related approvals under LODR.

Dividend

• No dividend proposed or declared.

Voting results

• All resolutions passed; near-unanimous support with minimal opposition.

Director changes

• Priyanka Singh re-appointed by rotation.

Auditors

• No change announced.

Material related party transactions

• RPT approved under Section 188; counterparty and value not disclosed.

Other material approvals

• Debt securities via private and public placements approved.

AGM details

• Date and time: 21 September 2026, 12:30 PM via VC/OAVM.
• Venue: registered office, New Delhi; attendance via video conferencing.
• Notice circulated: 29 August 2026.

Ordinary business

• Adopt audited financial statements for year ended 31 March 2026.
• Re-appoint Priyanka Singh as director by rotation.

Special business

• Name change of the company approved.
• Approval of material related party transactions under section 188 and Reg 23.
• Approval to issue debt securities via private placement.
• Approval to issue debt securities via public issue.

Voting outcomes

• All ordinary resolutions passed.
• All special resolutions passed.

Director changes

• Priyanka Singh re-appointed; retires by rotation.

Auditors

• Statutory Auditor attended; no appointment change announced.
• Secretarial Auditor/Scrutinizer appointed to conduct e-voting.

Material related party transactions

• Approval for material related party transactions under applicable laws.

Other material approvals

• Debt securities issuance approved for private placement and public issue.

Financial highlights

• Consolidated revenue ₹33.78 crore for FY2025-26, up 25.0% YoY.
• EBITDA ₹11.10 crore, up 141.8% YoY.
• PAT ₹8.09 crore, up 184% YoY.

Dividend & capital allocation

• Dividend: no dividend declared for FY2025-26.
• Profits reinvested into reserves to support growth.

Group structure

• Subsidiaries include RR Insurance Brokers Pvt Ltd; RR Fincap Pvt Ltd; RR Equity Brokers Pvt Ltd.
• Plus RR Investors Capital Services Ltd; RR Infra Estates Pvt Ltd.

Debt & capital plans

• Board approved private placement of non-convertible debt up to ₹200 crore.
• Public issue of NCDs up to ₹200 crore; within borrowing limits.
• Terms, listing, trustees, and related approvals to be determined by the Board.

Governance & leadership

• MD & CEO: Rajat Prasad; Women Director: Priyanka Singh.
• Independent Directors: Subash Narang and Aditya Chandra.
• CFO: J Kumar appointed May 26, 2026; Ayushi Singh resigned July 28, 2026; Ritika Vats appointed.
• 39th AGM scheduled for 21 September 2026 via VC/OAVM.
• Statutory auditors: GC Agarwal & Associates; unqualified report.

Strategic outlook

• Emphasis on sustainable growth with governance and risk management.
• Focus on core financial services, selective expansion, and technology enablement.

Shareholding & listing

• Promoter group holds 74.87% of equity as of 31 March 2026.
• Public shareholding accounts for 25.13%.
• Listed on BSE; Scrip Code 511626; ISIN INE229D01011.

Regulatory & governance disclosures

• AGM conducted via VC/OAVM; electronic notices issued.
• Green initiative: notices and annual report issued electronically.
• CEO/CFO certification on internal controls provided.

AGM details

• AGM scheduled for 21 September 2026 at 12:30 PM via VC/OAVM.
• Register of Members closed from 15–21 September 2026 (inclusive).
• Remote e-voting from 18 September 2026 09:00 to 20 September 2026 17:00.
• Cut-off date for e-voting set as 14 September 2026.

Resolutions proposed

• Ordinary: adopt Audited Standalone and Consolidated Financial Statements for FY 2026.
• Ordinary: re-appoint Priyanka Singh as Non-Executive Non-Independent Director.
• Special: change company name to RR GLOBAL LIMITED; amend MOA/AOA; regulatory approvals.
• Special: approve material related party transactions under Section 188.
• Special: issue NCDs via private placement up to INR 200 Crores.
• Special: issue NCDs via public issue up to INR 200 Crores.

RPT details

• Loans & advances with Priya Darshan Real Estate Private Limited; max 1.5 crore.
• Borrowings/Commission with RR Investors Capital Services Limited; max 8.5 crore.
• Loans & advances with RR Equity Brokers Private Limited; max 3 crore.
• Loan with RR Fine Art Enterprises Private Limited; max 0.5 crore.
• Loans & advances with RR Fincap Private Limited; max 1 crore.
• Loans & advances with Shivom Holdings Private Limited; max 0.5 crore.
• Borrowings with RR Insurance Brokers Private Limited; max 4.05 crore.

AGM/e-voting and financing approvals

• Approved the Notice of the 39th Annual General Meeting.
• Approved the Board Report with Annexure for financial year ended 31 March 2026.
• Will call the 39th AGM on 21 September 2026 at 12:30 PM.
• Fixed the cut-off date and period of e-voting for the AGM.
• Closed Register of Members and Share Transfer Books from 15 Sep 2026 to 21 Sep 2026 inclusive.
• Appointed M/s Sudhir Arya and Associates as Scrutinizer for e-voting.
• Approved issuance of Non-Convertible Debt Securities (NCDs).

Meeting Details

• Board meeting scheduled for 26 August 2026.
• Time and venue not disclosed.

Key Agenda Items

• Fix the day, time and date of the 39th AGM for FY 2025-26.
• Fix the closure date for Register of Members and transfer books for 39th AGM.
• Appoint scrutinizer for the 39th AGM.
• Approve Notice of 39th AGM and Draft Board’s Report for FY 2025-26.
• Any other matter with the Chair's permission.

Other Notes

• No trading window closure period is specified in the filing.