Triumph International Finance India Ltd

Purpose

• Postal ballot used to decide ordinary resolutions at the 40th AGM, including financials and director appointment.

Resolutions

• Resolution 1 (Ord): Adoption of Audited Standalone & Consolidated Financial Statements for FY ended 2026.
• Resolution 2 (Ord): Re-appointment of Dhannesh Joshi as Director (retires by rotation).

Outcomes

• Resolution 1: Approved; 1,787,848 in favour, 5 against (99.999%).
• Resolution 2: Approved; 1,787,848 in favour, 5 against (99.99%).

Material shareholder impact

• No capital action; no change in share capital; approvals relate to financial statements and governance.

Director details

• Dhannesh Joshi; role: Director; term: not disclosed; experience/independence data not provided.

Additional notes

• Annexure A also presents FY2025 results with similar approval margins.

AGM Details

• 40th AGM held Sep 29, 2026 at 4:30 PM via VC/OAVM.

Key Resolutions

• Resolution 1 (Ordinary): Adoption of audited standalone and consolidated financial statements for FY ended Mar 31, 2026.
• Resolution 2 (Ordinary): Re-appointment of Dharmesh Joshi (DIN 02568186) on rotation.

Voting Results

• Resolution 1 passed via remote e-voting and at meeting.
• Resolution 2 passed via remote e-voting and at meeting.

Director Changes

• Director Dharmesh Joshi to be re-appointed; retires by rotation.

Triumph International Finance India Ltd - Closure of Trading Window

AGM notice and annual report access

• 40th AGM scheduled for 29 September 2026 at 4:30 PM IST via VC/OAVM.
• Annual Report FY2025-26 and AGM notice will be sent electronically to registered emails.
• Emails not registered will receive a web link to access the Annual Report.
• Web link: www.tifil.in; Path: /resource/Investors/ANNUAL_REPORT.aspx.
• Shareholders should update email addresses with Company/DPs/RTA to access documents.
• RTA contact MUFG Intime India Private Limited for shareholding queries.

Book Closure Details

• Book closure: 23 September 2026 to 29 September 2026 (inclusive).
• Purpose: closure for the 40th AGM.
• AGM date/time: 29 September 2026 at 04:30 PM via VC/OAVM.

Financial snapshot

• Standalone total income: 4,19,46,311 (Rs'000) in FY2025-26; prior year 4,30,35,605.
• Consolidated total income: 4,19,46,310 (Rs'000) FY2025-26.
• Standalone net profit: 3,90,90,017 (Rs'000) FY2025-26; prior year 3,66,67,374.
• Consolidated net profit: 3,90,68,616 (Rs'000) FY2025-26.
• EPS (Standalone) - Basic & Diluted: 5 for FY2025-26.
• EPS (Consolidated) - Basic & Diluted: 5.21 for FY2025-26.
• Dividend: Board did not declare any dividend for FY2025-26.
• Share capital: Rs 7,50,00,000 comprising 75,00,000 equity shares.
• Dematerialisation: 97.40% of paid-up equity dematerialised.

Capital structure & liquidity

• Share capital: Rs 7.5 million; 75 lakh shares of Rs 10 each.
• Dematerialisation: 97.40% as at 31-Mar-2026.
• Bank borrowings around Rs 11.43 crore; minor unsecured director loan.
• Current ratio: 18.50; debt-equity ratio: -1.71.

Operations & outlook

• Operations: no major business; only other income reported.
• Outlook: India growth positive; infrastructure spend could boost demand.
• Subsidiary Triumph Retail Broking Services Ltd; MEPL amalgamated.

Governance & audit

• Audit: Standalone and consolidated audits issued qualified opinions; going-concern concerns.
• Secretarial: compliance established; directors not disqualified.
• Committees: Audit, NRC, Stakeholders Relationship; six Board meetings in year.

Subsidiaries & related parties

• Subsidiary Triumph Retail Broking Services Ltd; 97.99% holding.
• Related party transactions are at arm's length; includes directors and related firms.

Regulatory & risk factors

• Regulatory matters: SEBI/NSE defaulter status; tax disputes ongoing.
• Internal controls: overall adequate; audit trail and security concerns raised by auditors.

Financial results recorded

• Board took on record unaudited standalone and consolidated quarterly results for quarter ended 30 June 2026.
• Audit Committee reviewed results; Board took them on record.
• LR attached; results accompanied by limited review report.

Audit qualifications and going concern

• Standalone and consolidated results carry qualifications due to doubtful recoveries (CCL, PIL).
• Unrecognised interest on Punjab National Bank loan; related tax impact not quantified.
• Going concern uncertainties due to SEBI/NSE actions; impact not quantified.

Regulatory and compliance disclosures

• SEBI cancelled stock broker registration; NSE declared defaulter; Supreme Court appeal dismissed.
• Deposits with NSE, ICICI Bank and HDFC Bank subject to reconciliation.
• SFIO/CLB actions affecting directors pending final disposal.

Other material disclosures

• Demat account holds shares and securities; market value Rs 1063.73 lakh; ownership unclear.

Board meeting rescheduled

• Board meeting rescheduled from 13 August 2026 to 14 August 2026 due to unavoidable circumstances.
• New date: 14 August 2026.
• Original date: 13 August 2026.
• Agenda includes approval of unaudited financial results for quarter ended 30 June 2026.
• Agenda includes any other matter with the chair's permission.
• Reason for rescheduling: unavoidable circumstances.
• Trading window closed from 01 July 2026; remains closed until 48 hours after results declaration.