Winro Commercial India Ltd

AGM details

• 43rd AGM held on 24 September 2026 at 11:30 AM via VC/OAVM.
• Remote e-voting from 20 September 2026 09:00 to 23 September 2026 17:00.

Key resolutions

• Adopt audited standalone and consolidated financial statements for the year ended March 31, 2026.
• Re-appoint Sandeep Kumar Kejariwal as Non-Executive Director, retires by rotation.
• Re-appoint Rupal Vora as Non-Executive Independent Director for a second five-year term.

Voting results

• Resolution 1 passed; 843,040 votes in favor, no opposition.
• Resolution 2 passed; 843,040 votes in favor, no opposition.
• Resolution 3 passed; 843,040 votes in favor, no opposition.

Director changes

• Sandeep Kumar Kejariwal re-appointed as Non-Executive Director on rotation.
• Rupal Vora re-appointed as Non-Executive Independent Director for second term.

Winro Commercial (India) Ltd trading window to remain closed from October 01, 2026 till 48 hours after the declaration of the unaudited Standalone and Consolidated Financial Results for the quarter & half year ended September 30, 2026

Director Re-appointment

• Re-appointment of Rupal Anand Vora as Non-Executive Independent Director; not debarred; second five-year term; effective 14 Feb 2027.

AGM details

• AGM held on 24 September 2026 at 11:30 AM via video conference.
• Quorum: 12 members attended; meeting conducted through VC/OAVM.
• Remote e-voting window: 20–23 September 2026; e-voting available 15 minutes post-AGM.
• No proxies due to VC/OAVM; physical attendance dispensed with.
• Voting results to be published on company and stock exchange websites.
• Chairperson authorized to declare the voting results.

Resolutions

• Ordinary: Adoption of audited standalone and consolidated financial statements for year ended March 31, 2026.
• Ordinary: Re-appointment of Mr. Sandeep Kumar Kejariwal as director on rotation.
• Special: Re-appointment of Mrs. Rupal Vora as Non-Executive Independent Director for a second term.

Voting status

• Voting outcomes pending; results to be published after scrutinizers' report.
• Results will be displayed on BSE and NSDL platforms.

Director changes

• Re-appointment of Sandeep Kumar Kejariwal as director on rotation.
• Re-appointment of Rupal Vora as Independent Director for a second term.

Auditors and other

• Statutory auditor participation noted; no changes disclosed at this AGM.
• No other material approvals disclosed in this chunk.

Internal Auditor resignation

• Nexdigm Private Limited resigned as Internal Auditor effective 9 Sept 2026 due to pre-occupation with other engagements.

AGM notice and access

• 43rd AGM on Sept 24, 2026 at 11:30 IST via VC/OAVM.
• FY2025-26 Annual Report and AGM Notice available online.
• Letters with web-link and QR code dispatched to shareholders without registered emails.
• Cut-off date for e-voting eligibility: Sept 17, 2026.
• e-Voting window: Sept 20, 2026, 09:00 IST to Sept 23, 2026, 17:00 IST.
• Access via BSE and Winro website; exact URLs provided.

Financial performance

• Standalone total income fell to 13,955.59 Lakhs in FY26 from 44,849.89.
• Standalone net profit after tax was 10,081.16 Lakhs, down from 34,016.16.
• Standalone total comprehensive income declined to 13,085.97 Lakhs from 62,752.82.
• Consolidated total comprehensive income reported 22,258.43 Lakhs.
• Consolidated EPS stood at Rs 1,546.21.
• EPS (Standalone) Rs 804.86; ROE: Standalone 8.26%.
• Dividend for FY26: not declared.
• Wind energy activity discontinued; wind mill assets reclassified to held-for-sale.

Wind energy & associates

• Wind energy revenue total 22.21 Lakhs; wind sale 19.73; REC 2.48.
• Wind assets reclassified as Assets Held for Sale due to disposal.
• Associates contribute 9,285.79 Lakhs profit; OCI from associates 1,631.72.
• Six associates accounted under equity method; cross-holdings exist with key entities.

Governance & audit

• Statutory auditors NS Gokhale & Co; Secretarial Avani Gandhi; no qualifications.
• Key KMP changes: CEO Mithun Soni resigned; Sanket Baheti appointed CEO 01-Jun-2026.
• Company Secretary Jitendra Parihar resigned 24-Jul-2026.
• RBI NBFC-ML status; asset size >₹1000 crore.

Capital structure & liquidity

• Equity share capital Rs 125.25 Lakhs; 12,52,536 shares issued.
• Promoter holdings: Four Dimensions 25.95%; Singularity 8.79%; Saraswati 8.00%.
• CRAR as at 31 Mar 2026: 80.85%; Tier I 80.78%; Tier II 0.07%.
• Cash and cash equivalents Rs 2,045.14 Lakhs; investments Rs 2,72,499.88 Lakhs.

CSR & governance

• CSR expenditure 5,04,10,000; net CSR obligation 5,04,01,345; excess 8,655 carried forward.
• CSR policy and committee details available on company website.
• CSR activities focus on education, health, and welfare.

Related party transactions

• All related party transactions on arm's length basis; quarterly approvals.
• Policy on Related Party Transactions disclosed on website.
• Key RPT disclosures summarized in notes.

Outlook & risks

• NBFC sector faces regulatory and market risks; RBI Master Directions updates ongoing.
• Risk management framework covers credit, liquidity, market, and IT risks.

AGM details

• Date and time: 24 September 2026 at 11:30 AM.
• Mode: VC/OAVM (Video Conferencing/Other Audio Visual Means).
• Deemed venue: the registered office, Mumbai.
• E-voting cut-off date: 17 September 2026.

Key resolutions

• Adopt standalone and consolidated financial statements for year ended March 31, 2026.
• Re-appoint Sandeep Kumar Kejariwal as Non-Executive Director, retiring by rotation.
• Re-appoint Mrs. Rupal Vora as Independent Director for second five-year term.

Voting results

• Voting results not disclosed in the notice.

Director changes

• Sandeep Kumar Kejariwal to be re-appointed as Non-Executive Director.
• Rupal Vora to be re-appointed as Independent Director.