Ventura Guaranty Ltd

AGM Details

• AGM held Sep 30, 2026 at 11:00 AM in-person at Thane; remote e-voting available.

Ordinary Business

• Adoption of standalone financial statements for year ended March 31, 2026.
• Adoption of consolidated financial statements for year ended March 31, 2026.
• Declaration of final dividend of Rs 45 per equity share.
• Reappointment of Hemant Majethia as director by rotation.

Voting/Results

• Voting results forthcoming; not disclosed in current filing.

Director Changes

• Director Hemant Majethia reappointed by rotation.

Audit/Secretarial

• Roy Jacob & Co. appointed Scrutinizer for voting results.
• No changes to statutory or secretarial auditors disclosed.

Ventura Guaranty Ltd: Trading Window closed from October 1, 2026 until 48 (Forty-Eight) hours after the declaration of the Un-Audited Financial Results (Standalone & Consolidated) for the quarter and half year ended September 30, 2026

AGM notice details

• 42nd AGM scheduled for Wednesday, September 30, 2026 at 11:00 IST in Thane.
• Final dividend of ₹4.5 per equity share (45%) for FY2025-26, payable within 30 days after AGM.
• Dividend payment timeline: on/after September 30, 2026, within 30 days.
• Record date for final dividend is Sep 11, 2026.
• E-voting window from Sep 27, 2026 to Sep 29, 2026; voting at AGM also allowed.
• E-voting end date shown as Sep 29, 2025 per notice.
• Audited standalone and consolidated financial statements for year ended Mar 31, 2026 to be adopted.
• Hemant Majethia (DIN: 00400473) to retire by rotation; seeks reappointment.
• AGM mode is physical at I-Think Techno Campus, Thane.
• Annual Report and Audited Financial Statements will be emailed to registered Members.

Financial performance

• Standalone revenue from operations: 1,122.16 Lakhs; YoY growth 372%.
• Standalone EBITDA: 1,184.57 Lakhs; PAT 846.13 Lakhs; PBT 1,084.79 Lakhs.
• Consolidated revenue from operations: 24,705.51 Lakhs; PAT 2,925.04 Lakhs.
• Consolidated PBT: 3,999.66 Lakhs; Consolidated EPS 69.14 Rs.
• EPS (Standalone): Basic & Diluted 21.96 Rs.
• Dividend proposed: final dividend 4.5 per share; AGM approval pending.
• Consolidated net worth: 41,408.26 Lakhs; borrowings: 9,765.72 Lakhs.
• Merger-related restatements: Kashmira Investment & Leasing merged; effect from 1-Apr-2024.

Dividend & capital allocation

• Board recommended final dividend of 4.5 per equity share (45%).
• Dividend payable subject to AGM approval and statutory compliance.
• Unpaid dividend/shares for FY2018-19 to IEPF; details on venturaguaranty.com.

Corporate actions & mergers

• NCLT sanction for Kashmira Investment and Leasing merger with Ventura Guaranty (Nov 17, 2025).
• Merger effective from Appointed Date 1-Apr-2024; restated comparatives under Ind AS 103.
• Scheme to merge Ventura Allied Services Private Limited with Ventura Securities Limited pending sanction.

Board governance

• Shilpa Majethia appointed additional Non-Executive Director Feb 13, 2026; regularized Apr 16, 2026.
• Jaidev Shroff and Sandra Shroff resigned on Nov 24, 2025.
• Independent Directors certificate confirms compliance with Act and SEBI LODR.
• Board comprised five directors; six board meetings held in FY2025-26.

Business & subsidiaries

• Ventura Securities Limited, Ventura Allied Services, and Ventura Commodities are 88.29% owned.
• Subsidiary FY2026: Ventura Securities revenue 23,825.67; PAT 2,402.55.
• Ventura Allied Services revenue 778.70; PAT 658.65; Ventura Commodities revenue 5.30; PAT 0.62.

Audits & internal controls

• Statutory auditors: M/s G. K. Choksi & Co; independence confirmed.
• Secretarial auditors: Roy Jacob & Co; no qualifications.
• Internal audit: Atul HMV & Associates; reports to Audit Committee.
• Auditors flagged IEPF delays; interest liability recognized.

Risks, governance & outlook

• Outlook: NBFC regulatory changes may affect volumes and growth.
• Group focuses on technology, digital platforms, and Margin Trading Facility for sustainable growth.

Related party transactions & compliance

• All related party transactions arm's length; regular Audit Committee review.
• Policy on material related party transactions disclosed on venturaguaranty.com.

Dividend record date details

• Purpose: Final dividend for FY 2025-26; record date fixed for entitlement.
• Security: Equity shares of face value Rs 10 each.
• Record date: Friday, 11 September 2026; entitlements for shares as on close of business.
• Dividend amount: Rs 4.5 per equity share.
• Conditions: Subject to shareholders' approval at the ensuing AGM.
• Payment timeline: If approved, payment within 30 days from shareholder approval, subject to TDS.

Auditor appointment in material subsidiary

• Board approved appointment of M/s. G. K. Choksi & Co. as statutory auditors of Ventura Securities Limited.
• Appointment fills casual vacancy arising from resignation of M/s. M S K A & Associates LLP.
• Subject to approval by members at the ensuing AGM.
• Term of appointment: five years from AGM 2026 to AGM 2031.
• Date of appointment: August 18, 2026.
• Auditor: M/s. G. K. Choksi & Co., Chartered Accountants (Firm Registration No. 125442W).

Overview

• Step-down subsidiary merged into a subsidiary within the group.

Key dates

• Appointed Date: 1 Apr 2024; Effective Date: 12 Aug 2026.

Approvals & status

• NCLT Mumbai Bench order sanction; Scheme became effective on 12 Aug 2026.

Impact on structure

• Consolidation within the group's subsidiary framework.

Consolidated results

• Revenue from operations: 6,335.76 Lakhs for quarter ended June 30, 2026.
• Total income: 6,385.70 Lakhs.
• Profit before tax: 1,242.82 Lakhs.
• Tax expenses: Current 340.25; Deferred (13.43); Tax adjustments 0.00.
• Profit after tax: 916.00 Lakhs.
• Basic and diluted EPS: 21.23.
• Net profit attributable to owners: 818.09 Lakhs; non-controlling 97.91.
• Total comprehensive income: 921.50 Lakhs.
• Broking revenue: 6,112.84 Lakhs; NBFC revenue: 273.12 Lakhs.

Standalone results

• Revenue from operations: 273.12 Lakhs; total income 276.62 Lakhs.
• Profit before tax: 137.38 Lakhs.
• Tax: Current 55.51; Deferred (0.40); Tax adjustments 0.00.
• Net profit after tax: 82.27 Lakhs.
• Basic and diluted EPS: 2.13.

Segment performance

• Broking revenue: 6,112.84 Lakhs; NBFC revenue: 273.12 Lakhs.
• Segment results: Broking 833.73 Lakhs; NBFC 82.27 Lakhs; total 916.00.

Capital actions

• Equity share capital increased to 385.35 Lakhs; post-amalgamation.
• Scheme of amalgamation: Kashmira Investment & Leasing Private Limited with Ventura Guaranty; effective Dec 10, 2025.